Oslo, 14 June 2021 at 08:00 CEST: LINK Mobility (LINK), one of Europe's leading
providers of mobile messaging and CPaaS solutions, has agreed in principle, and
is in exclusive negotiations, to enter into a definitive agreement to acquire a
leading US based CPaaS provider (Target) (Acquisition), to accelerate LINK's
strategic expansion into the rapidly growing CPaaS market in North America. 

The proposed Acquisition will add an estimated NOK 232 million and NOK 143
million to LTM pro forma 1Q21 gross profit and cash EBITDA respectively. Target
has an established track record of delivering outstanding organic growth with
sales, gross profit and EBITDA increasing at a CAGR of 65%, 69% and 123%
respectively between 2018 and 2020 and a proven ability to scale up the business
as demonstrated by an EBITDA margin which has steadily increased to c.55% over
the past two years. The Acquisition will be immediately accretive, increasing
LINK's EBITDA margin for 2020 on a combined basis by over +400 basis points. The
proposed Acquisition is expected to add an estimated NOK 285 million (c.86%
margin) and NOK 200 million (c.60% margin) to LINK's 2021 gross profit and cash
EBITDA respectively. 

The agreed purchase price for the Target is USD 260 million and will be settled
by USD 68 million in LINK shares to be issued at the 10-day VWAP
(volume-weighted average price) per share before signing and USD 192 million in
cash which will be financed through a tap issue of LINK's 5-year senior
unsecured fixed rate bond issue (ISIN: NO0010911506). The consideration shares
to be issued to the sellers will be subject to a 6-month lock-up from closing,
however, 34% of the consideration shares will be released from the lock-up on 1
November 2021 to satisfy tax obligations of the sellers. If successful, LINK is
expected to issue a total of approximately 105.2 million shares for settlement
of the Acquisition and the contemplated acquisition of Soprano Design Ltd.
(Soprano), which represents 69% of the combined purchase price for the two
companies. 

ABG Sundal Collier and Danske Bank are mandated to arrange a series of fixed
income investor calls commencing on 14 June 2021. A tap issue of the LINK 5-year
senior unsecured bond issue of EUR 170 million may follow, subject to inter alia
market conditions.
 
LINK will in connection with the tap issue request an increase of the borrowing
limit of the existing bond from EUR 350 million to EUR 370 million. LINK will
also request a temporary waiver in respect of the Incurrence Test for incurrence
of additional Financial Indebtedness, to allow such additional Financial
Indebtedness up to a Leverage Ratio of 5.1x in connection with settlement of the
contemplated Acquisition. Following the Acquisition and the acquisition of
Soprano (if successful), LINK expects the Leverage Ratio to be approximately
4.2x. Post the Acquisition, LINK has a strong cash position of NOK 649 million
and expects to see a further de-leveraging down towards 3.5x at the end of 2021.
LINK retains its financial target of net debt/adjusted EBITDA below 3.5x. The
company will hence strive to deleverage quickly and then maintain a leverage
ratio below 3.5x.

The Acquisition is expected to be signed and completed shortly after closing of
the tap issue and approval of the waiver. If signed, completion of the
Acquisition is limited to certain minor customary conditions to closing. No US
regulatory governmental approvals are expected to be required. However, no
assurance can be given to the effect that the Acquisition will not be delayed or
that it will take place at all.

In the event of successful tap issue and signing of a definitive agreement for
the Acquisition, LINK will following signing and announcement of the potential
Acquisition arrange for investor meetings and investor calls.


For further information, please contact:

Guillaume Van Gaver, CEO 
+33 6 32 25 91 25

Thomas Berge, CFO
+47 41 31 90 28

Tom Rogn, VP Investor Relations 
+47 94 85 56 59 
tom.rogn@linkmobility.com


About LINK Mobility

LINK is one of Europe's leading providers of mobile messaging and communications
platform as a service (CPaaS) solutions for increased engagement. The company
serves enterprise, SME, and government customers. LINK offers a wide range of
innovative and scalable mobile solutions, creating valuable digital convergence
between businesses and customers, governments and citizens, platforms and users.
LINK has 40,000 customer accounts globally and exchanges more than 10 billion
messages a year. LINK is listed on the Oslo Stock Exchange under the ticker
LINK. For more information about LINK, please see www.linkmobility.com 

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation, and is subject to the disclosure requirements pursuant
to section 5-12 of the Norwegian Securities Trading Act.

The stock exchange announcement was published by Tom Rogn, VP Investor
Relations, LINK Mobility Group Holding ASA, at the date and time as set out
above.

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© Oslo Bors ASA, source Oslo Stock Exchange