TIDMAMO
RNS Number : 7074N
Amino Technologies PLC
20 May 2015
20 May 2015
Amino Technologies plc
("Amino" or the "Group")
Acquisition of Booxmedia
- Acquisition broadens Amino's offering in the wider IP entertainment marketplace
- New cloud-based "TV everywhere" Software-as-a-Service platform
will enable the Group to expand its addressable market
Amino Technologies plc (stock code: AMO), the Cambridge-based
leader in digital entertainment solutions for IPTV, OTT and in-home
multimedia distribution, announces that it has acquired Booxmedia
Oy ("Booxmedia") for an initial consideration of EUR7.9m.
The acquisition significantly enhances Amino's offering by
adding a field-proven and scalable cloud-based platform which can
enable the delivery of "TV everywhere" entertainment to a full
range of IP connected devices, including smartphones, tablets,
games consoles, set-top boxes and home gateways. It will also
expand Amino's addressable market to include mobile operators, OTT
providers, media companies and broadcasters.
About Booxmedia
Founded in Helsinki in 2009, Booxmedia is a
Software-as-a-Service (SaaS) cloud TV platform provider. Its core
product suite enables operators and service providers to launch "TV
everywhere" services using an "off the shelf" cloud platform,
removing the need to build their own bespoke technology
infrastructure. The solution encompasses media capture, encoding,
transcoding, storage and delivery and provides ready-to-deploy "TV
as an app" for iOS, Android and Windows mobile devices as well as
any browser enabled devices, including smart TVs, games consoles,
set-top boxes and home gateways.
Booxmedia customers can provide their subscriber base with full
functionality pay-TV features such as:
-- HD quality streaming of live TV
-- Access to catch-up TV, video on demand and cloud-based recording
-- "Follow-me" functionality enabling playback of content to be
started on one device and finished on others
-- Patented functionality which turns a mobile device into an
intelligent remote controller for any Internet connected TV
screen
Existing customers include Finnish quad play operator DNA Oy,
which offers a "TV everywhere" smartphone and tablet service based
on the Booxmedia platform. Booxmedia is headquartered in Helsinki,
Finland.
Acquisition rationale
Industry analysts* forecast a 13-fold increase in TV viewing on
mobile devices over the next five years and, by 2025, predict
mobile video will account for more than 20 per cent of total
viewing minutes globally.
Amino already has deep expertise in the delivery of high quality
IP-based entertainment services via its range of IPTV devices.
Content delivered as an IP stream is fast becoming the de facto
global method for digital entertainment distribution within and
outside the home. The acquisition of Booxmedia will add a
field-proven and scalable cloud-based platform to deliver
entertainment to a full range of IP connected devices. This extends
Amino's IP entertainment delivery offering beyond its current
connected home focus and aligns the Group with the industry shift
towards "TV everywhere" viewing.
Significantly, Amino will now be able to offer solutions to new
customer segments including mobile operators, OTT service
providers, media companies and broadcasters, alongside its current
fixed-line telecoms operator customers. The Booxmedia SaaS platform
is highly complementary to Amino's range of IPTV devices and is
expected to provide a number of cross-selling opportunities.
The acquisition will also strengthen Amino's core IP
entertainment software capabilities which will now extend to
include IPTV devices, mobile devices and the cloud, where Booxmedia
has a number of patents granted and pending. It will accelerate
Amino's "time to market" with new solutions to address the growing
mobile and OTT customer segments.
Terms of the acquisition and further information on
Booxmedia
Amino has acquired Booxmedia for an initial consideration of
EUR7.9m including its estimated net cash at completion of EUR0.5m.
The initial consideration will be satisfied by EUR7.2m in cash (the
"Initial Cash Consideration") and EUR0.7m in Amino shares (the
"Initial Share Consideration") calculated by reference to the
average of the middle market price on each of the five business
days preceding the second business day before completion.
The Initial Cash Consideration has been funded from Amino's
existing resources and the Initial Share Consideration has been
satisfied by the allotment and issuance of 360,845 new ordinary
shares of 1p each in the capital of Amino ("Ordinary Shares"). The
new Ordinary Shares issued to satisfy the Initial Share
Consideration are subject to a 12 month lock in from the date of
completion.
Additional consideration of up to EUR2.6m, shared equally
between cash and new Ordinary Shares, will be payable on the basis
of Booxmedia's future performance including its revenue generated
for the three financial years ending 31 December 2017.
Booxmedia's revenue and EBIT for the year ended 31 December 2014
were EUR1.4m and EUR0.2m respectively. Approximately 54% of
revenues were recurring for the year ended 31 December 2014.
Booxmedia's management team will continue to be employed by the
Group.
As at the date of this announcement, Amino has agreed to acquire
99.9 per cent. of the issued share capital of Booxmedia. Amino
expects to acquire the remaining 0.1 per cent. of the issued share
capital of Booxmedia via a mandatory squeeze out mechanism pursuant
to the Finnish Companies Act in due course.
Application has been made for 360,845 Ordinary Shares to be
admitted to trading on AIM, which is expected to occur on 26 May
2015. Following the issue of the new Ordinary Shares the total
number of Ordinary Shares in issue is 58,253,897. The Company holds
4,139,898 Ordinary Shares in treasury and therefore the number of
Ordinary Shares carrying voting rights is now 54,113,999.
The above figure of 54,113,999 Ordinary Shares may be used by
shareholders in the Company as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change in their interest in, the share capital of
the Company under the FCA's Disclosure and Transparency Rules.
Commenting on the acquisition, Donald McGarva, Chief Executive
Officer of Amino Technologies plc, said:
"This important acquisition is closely aligned with our stated
strategy and vision of the future of entertainment and the major
industry shift towards TV viewing anytime, anyplace, anywhere.
"Complementary to our current offering, we will now also be able
to provide a new, proven and scalable solution to additional
markets both within the mobile space and the wider OTT marketplace.
Increasingly, "TV everywhere" is the primary route for new agile
operators in launching TV services alongside voice and broadband
offerings and we look forward to working with the Booxmedia team in
targeting these markets.
"The acquisition provides the Group with an immediate capability
in this area whilst also providing a platform to build upon. It
will also further strengthen our core competency in IP
entertainment software bringing cloud TV, multiscreen and mobile
expertise to our skillset."
Jukka Sintonen, CEO of Booxmedia, said:
"The capabilities of Amino and Booxmedia align very closely with
the industry shift towards both home and mobile entertainment
consumption. We look forward to working with our new colleagues in
increasing the scope and reach of our solutions to the global
market."
Ends
Amino Technologies plc +44 (0)1954 234100
Keith Todd CBE, Chairman
Donald McGarva, Chief
Executive Officer
Julia Hubbard, Chief Financial
Officer
FTI Consulting LLP +44(0)203 727 1000
Matt Dixon / Chris Lane
/ Alex Le May
+44 (0)20 7220
finnCap Limited 0500
Stuart Andrews / Matt
Goode
About Amino Technologies plc:
Amino Technologies plc specialises in the development and
delivery of IPTV/OTT solutions. With over five million devices sold
to 1,000 customers in 100 countries, Amino's award-winning
solutions are deployed by major network operators and service
providers worldwide. Amino Technologies plc is headquartered near
Cambridge, in the UK, and is listed on the AIM market of the London
Stock Exchange (AIM: symbol AMO).
* TDG research: http://tdgresearch.com/tv-gets-personal-mobile-video-to-account-for-20-of-total-viewing-by-2025/
This information is provided by RNS
The company news service from the London Stock Exchange
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