LINK Mobility Group ASA (“LINK” or the “Company), one of Europe’s leading providers of B2C mobile messaging and mobile services, has entered into a term sheet regarding the acquisition of one of Spain’s leading providers of B2C mobile messaging services, Global Messaging Solutions SL (GMS).
LINK intends to acquire all shares in GMS from Gorka Echarri, Angel Sánchez and Jose María Vilches, the mangers and founders of GMS.
GMS was established in 2001, and has 20 employees based in Madrid, Spain. GMS has a solid position in the Spanish market for mobile messaging services, and is particular strong on mobile marketing and mobile multichannel solutions. GMS is expecting to report a 2016 revenue of EUR 9.4 million and an EBITDA of EUR 1.9 million.
LINK will through the planned acquisitions of GMS and the Spanish company Didimo announced 13 January 2017, become the leading provider of mobile messaging and mobile solution in the Spanish market.
“We are very exited about the transaction. We believe that we together with LINK and Didimo will consolidate and be the driving force in the Spanish market for mobile messaging and mobile solutions. We also see great opportunities and thrilling challenge for ourselves as part of the LINK Group” says Gorka Echarri, Angel Sánchez and Jose María Vilches, mangers and founders of GMS.
“GMS is one of the leading and growing mobile messaging and solutions business in the Spanish market. GMS has also had a long relationship with Didimo. GMS is strong on mobiles solutions and we believe that with the acquisition of GMS, their customer and services portfolio, and the strong marketing and sales experience within the Company will put LINK in front as the leading mobile messaging and solutions company in the Spanish market. LINK continues to drive the consolidation within the mobile messaging and solutions space in the European market.” says Arild Hustad, CEO LINK Mobility Group.
The agreed enterprise value of GMS is EUR 11.4 million, on a cash-free and debt-free basis and assuming a normalized level of working capital. The purchase price is based on a multiple of 6 times 2016 EBITDA. The enterprise value is based upon an estimated EBITDA for GMS in 2016 of EUR 1.9 million, and will be subject to adjustments if the actual EBITDA differs from the expected EBITDA.
The purchase price under the transaction will, subject to customary adjustments, be settled as follows:
· 1/3 of the purchasing price in cash upon closing
· 1/3 of the purchasing price in shares in LINK valued at the closing share price at the Oslo Stock Exchange on 18 January 2017
· 1/3 of the purchasing price as sellers’ credit to be paid back no later than 36 months from closing. An interest of 5% accrues on the sellers’ credit annually, and is payable by LINK quarterly in arrears
The acquisition is conditional upon a satisfactory result of a confirmatory due diligence process to be performed by LINK, and upon LINK and the sellers agreeing on the terms and conditions of a final share purchase agreement for the consummation of the transaction, containing, inter alia, customary closing conditions. The acquisition is furthermore subject to approval of the Board of Directors of LINK.
LINK has a solid cash position due to strong cash flow from its operations and the successful private placement of NOK 125 million completed in late 2016. The cash part of the transaction will thus be fully financed through LINK’s corporate funds.
The transaction is expected to close on or about 31 March 2017.
For further information, please contact:
IR Contact Executive Vice President Siw Ødegaard
LINK Mobility Group ASA
Mob: +47 95 75 98 48