Empresas y finanzas
Syniverse to Acquire BSG's Wireless Clearing and Financial Settlement Business
Syniverse Technologies (NYSE: SVR), a leading provider of
mission-critical technology services to wireless telecommunications
companies worldwide, announced today that it has signed a definitive
agreement to acquire the wireless clearing and financial settlement
business of Billing Services Group (LSE: BILL), a leading global
provider of clearing, settlement, payment and financial risk
management solutions for communications service providers, for
approximately $290 million in cash (which includes debt to be
refinanced at closing).
The proposed acquisition will combine Syniverse's industry-leading
technology interoperability and network services capabilities with
BSG's strong GSM data clearing expertise; excellent European, Middle
Eastern and Asian operator relationships; and leading financial
clearing and settlement capabilities. BSG serves approximately 180
mobile operators globally.
"The proposed acquisition of BSG's Wireless business will allow us
to better serve the demands of our clients; further develop our global
operations and customer base in Europe, Asia and the Middle East; and
allow us to continue to be a leading service provider to GSM operators
worldwide," said Tony Holcombe, President and CEO of Syniverse. "The
acquisition also brings to Syniverse a number of new services,
including a best-in-class financial clearing platform, several new
wireless services and additional product development expertise that
will position us to better serve the increasingly complex needs of our
global wireless customers."
"This proposed acquisition brings together two companies with very
complementary skill sets," said Atul Devani, CEO of BSG Wireless. "BSG
has a state-of-the-art, flexible and efficient clearing platform that
scales well to meet the growing demands of GSM operators globally.
Together with Syniverse's strong GSM technical abilities, emphasis on
delivering outstanding customer support and broad suite of services,
the combined organization will be a premier services provider to
mobile operators worldwide."
The transaction is subject to customary closing conditions,
including BSG shareholder approval and regulatory approvals, and is
expected to close as soon as such approvals are obtained. Syniverse
expects the transaction to be accretive to adjusted net income and
cash net income in 2007, and anticipates providing updated financial
guidance following the closing.
Following completion of the transaction and integration of the two
businesses, Syniverse intends to maintain its European headquarters in
The Netherlands and its European operations in BSG's facilities in
Germany and the United Kingdom.
Committed financing is being provided by Lehman Brothers in
conjunction with Deutsche Bank and Bear, Stearns & Co. In addition,
Deutsche Bank and Bear, Stearns & Co. served as strategic advisors to
Syniverse on the transaction. Kirkland and Ellis LLP and Ernst & Young
also advised on the transaction.
Conference Call Information
Syniverse Technologies will host a conference call at 10 a.m. ET
to discuss this proposed acquisition. To participate on the call, U.S.
callers may dial toll-free 1.800.299.6183; international callers may
dial direct (+1) 617.801.9713. The passcode for the call is 34725892.
The event will be webcast live over the Internet in listen-only mode
at http://www.syniverse.com/investorevents.
A replay of the call will be available shortly after the call
concludes through April 9, 2007. To access the replay, U.S. callers
may dial toll-free 1.888.286.8010; international callers may dial
direct (+1) 617.801.6888. The replay passcode is 79686203.
In addition, this earnings call will be archived on the Syniverse
Technologies corporate website at www.syniverse.com under Investors -
Webcasts and Presentations.
About Syniverse
Syniverse Technologies (NYSE: SVR) makes it possible for over 350
communications companies in more than 50 countries to address market
changes and demands as they deliver everything from voice calls to
sophisticated data and video services. By ensuring that disparate
technologies and standards interoperate, Syniverse allows operators to
provide seamless, interactive mobile services to their subscribers
wherever and whenever they need them. Celebrating its 20th anniversary
in 2007, Syniverse is headquartered in Tampa, Florida, U.S.A., and has
offices in major cities around the globe. Syniverse is ISO 9001:2000
certified and TL 9000 approved, adhering to the principles of customer
focus and quality improvement practices. More information is available
at www.syniverse.com.
About BSG Clearing Solutions
BSG Clearing Solutions is a leading global provider of clearing
and settlement, payment services, and financial risk management
solutions for communications service providers. The company processes
over 20 billion transactions annually for 750 of the world's largest
communications companies throughout North America, Europe and Asia.
With a ubiquitous, scalable platform and an extensive portfolio of
clearinghouse services for fixed-line, wireless, Wi-Fi and broadband
networks, BSG monetizes network transactions by facilitating the
financial exchange of its customers' services. BSG meets the needs of
today's complex network interconnections and anticipates the
requirements of converging technologies, allowing for rapid and
reliable deployment. BSG Clearing Solutions is an operating subsidiary
of Billing Services Group Limited, which is publicly traded on the
London Stock Exchange (AIM) under the ticker symbol BILL. For more
information, visit www.bsgclearing.com.
Cautions about Forward-Looking Statements
Statements in this disclosure which are not purely historical
facts or which necessarily depend upon future events, including
statements about the anticipated benefits of the proposed transaction
to Syniverse (including the expected synergies or the forecasted
effects of the transaction on the financial performance of the
company) or other statements about anticipations, beliefs,
expectations, hopes, intentions or strategies for the future, may be
forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934, as amended. Readers are cautioned not
to place undue reliance on forward-looking statements. All
forward-looking statements are based upon information currently
available to Syniverse. Syniverse undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise. Any forward-looking
statements involve risks and uncertainties that could cause actual
events or results to differ materially from the events or results
described in the forward-looking statements, including risks or
uncertainties inherent in or related to the integration of the
acquired business (including unanticipated operating costs and
business disruptions following the proposed transaction), securing
financing for the proposed transaction, the timing or impact of any
regulatory or governmental approvals; the timing and results of the
BSG shareholder approval process; satisfaction of the various closing
conditions set forth in the share purchase agreement for the proposed
transaction; or competition within the European, Asian and Middle
Eastern marketplaces from established or emerging competitors.
Syniverse may not succeed in addressing these and other risks. Further
information regarding factors that could affect our financial and
other results can be found in the risk factors section of Syniverse's
most recent filing on Form 10-K with the Securities and Exchange
Commission.