TIDMARTA
RNS Number : 1650A
Artilium PLC
25 September 2015
Artilium plc
("Artilium" or the "Company")
Artilium acquires Comsys Group to boost international growth and
earnings
Appoints Non-Executive Director
Highlights
-- Artilium and Comsys agree to merge to strengthen leadership in telecom software
-- Consideration to be satisfied with issue of Artilium shares, locked in for 12 months
-- The acquisition is earnings accretive in the first year
-- Comsys founder, Mr. Dorenbos, becomes Non-Executive Director of Artilium Board
Artilium plc (LSE/AIM: ARTA), the AIM quoted provider of
innovative telecommunication software and solutions, is pleased to
announce the acquisition of the entire issued share capital of
Comsys Telecom & Media B.V., ComsysConnect B.V., Portalis B.V.,
ComsysConnect GmbH and ComsysConnect AG (together "Comsys") (the
"Acquisition"). The Acquisition is expected to be immediately
earnings enhancing. The acquisition adds new cloud services to
Artilium's portfolio.
Comsys (www.comsys.net) is a specialist in interactive telephony
services and provides telecommunication products, solutions and
hosted services in the converging arena of IN, 3G, SIP and VoIP
networks for mobile and fixed line telephone operators, MVNOs and
contact centres. Comsys has over 30 years of experience in
developing, delivering and hosting interactive media services.
Comsys develops these solutions with a strong focus on the
integration of voice, web and mobile products and solutions. Comsys
has a worldwide customer base and good international connections.
Next to this Comsys has strong national and international partners
that enable Artilium to broaden its offering beyond the markets it
currently operates in.
Jan-Paul Menke, Chairman of Artilium said:
"I am very pleased to announce this transformational deal for
Artilium. It accelerates our growth strategy abroad where we can
now reach more customers and deliver more products. This deal
clearly demonstrates Artilium's determination to become an
international leader in smart telecom software, which enables
clients worldwide to benefit. I am looking forward to working
alongside Comsys' management team, co-operating our innovative
capabilities and skills to become even more competitive in the
market."
Bart Weijermars, Chief Executive Officer of Artilium said:
"I am very excited about the potential of the combination of
Artilium and Comsys. We are both strong in communication technology
and together we create an international footprint which will allow
the upselling of our products and services internationally and
accelerate the growth of the Company. The new cloud based call
centre and voice response services of Comsys extends our offering
so that we can deliver additional value to our customers. This
acquisition shows that we are actively and successfully executing
our growth strategy at the same time as strengthening our
leadership in the development of the next generation communication
software."
Artilium will pay an initial consideration of GBP3.41 million
for Comsys that will be satisfied by the immediate issue of
59,332,460 new ordinary shares of 5 pence each ("Ordinary Shares")
at a price 5.75 pence per share (the "Consideration Shares") and up
to a maximum of a further 41,896,673 Ordinary Shares dependent on
Comsys achieving certain revenue and gross margin targets over the
next 3 financial years.
Comsys is based in the Netherlands (with a branch office in
Indonesia) and in the year to 31 December 2014 generated revenues
of EUR1.74 million, EBITDA of EUR74,000 and had net assets of
EUR560,059 as at that date.
As part of the Acquisition Mr. Gerard Dorenbos will join the
board of Artilium as a non-executive director with immediate
effect. Mr. Dorenbos has been Managing Director and owner of Comsys
Holdings BV since he completed a management buyout of Nefkens
Management Systems BV in 1983.
Gerard Dorenbos, Director of Artilium and founder of Comsys
said:
"The merging of Comsys and Artilium will bring many great
opportunities to both companies. Aside from the value it creates
for Artilium, Comsys will now have access to the core telecom
market in order to integrate and sell its products and solutions to
Artilium's customer base."
Application has been made for the Consideration Shares to be
admitted to trading on AIM and admission is expected to take place
on 28 September 2015. The Consideration Shares will rank pari passu
with the existing ordinary shares of the Company and are subject to
a 12 month lock in.
Following admission the total number of issued Ordinary Shares
in the Company will be 296,662,300 Ordinary Shares. This figure may
be used by shareholders of the Company as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or change to the interest in, the Company
under the FSA's Disclosure and Transparency Rules.
For further information please contact:
Artilium PLC +32 (0)50230300
Bart Weijermars - Chief Executive
Officer
finnCap Ltd
Jonny Franklin-Adams/Scott
Mathieson (corporate finance)
Joanna Scott (corporate broking) +44 20 7220 0500
The following information in relation to Mr. Dorenbos is
disclosed in accordance with Schedule 2(g) of the AIM Rules for
Companies:
Full name: Gerardus Hubertus Theodorus Maria Dorenbos
Age: 71
Shares held: 59,332,460 Ordinary Shares representing 20% of the
issued ordinary share capital of Artilium following admission to
trading of the Consideration Shares
Directorships/partnerships held in the last five years:
Current Past
OmniChannel Group B.V. None
There are no other matters which are required to be disclosed
with regards to the appointment of Mr. Dorenbos pursuant to Rule 17
and Schedule 2(g) of the AIM Rules for Companies.
About Artilium
Artilium is a demonstrated leader in the development of next
generation communication technologies. Artilium's strategy focuses
on supporting its customers to successfully grow their business by
providing flexible, cost effective and innovative solutions.
Artilium's innovation-driven strategy empowers telecom operators
around the globe to face the tremendous challenges ahead. We
combine next-generation technology with traditional telecom
environments to create exciting new business opportunities for our
customers. This ensures that our customers are able to keep up with
rapidly evolving market demands while simultaneously growing their
businesses.
ARTA(R) is the real-time Authentication, Authorization and
Accounting (AAA) software that brings a full suite of new
functionalities to telecom Operators and virtual Operators. Thanks
to ARTA(R) value-added services portfolio, including for instance
AAA of voice, text and data services, VoIP, 3G and 4G compliance,
mobile payments and location-based services, our partners are more
than ready to meet future customer needs.
Today, multiple renowned national and international
telecommunication companies rely on Artilium to deliver voice, text
and data services to about 1.5 Million end users every day.
Artilium's "Pay-As-You-Grow" model allows us to scale our
solutions to the exact needs of our customers. As a latest
innovation, Artilium offers its product suite from the Cloud as a
PAAS (Platform As A Service), yielding ARTA's scalability,
flexibility and proven stability.
Artilium PLC is a publicly listed software company on the London
Stock Exchange (LSE/AIM: ARTA).
This information is provided by RNS
The company news service from the London Stock Exchange
END
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