perhaps investors thought Bango was the target?17 Jun 2020 19:02
Boku, Inc.
Proposed Acquisition of Fortumo Holdings Inc.
Proposed unconditional Placing to raise up to c.$25 million
Boku (AIM:BOKU), a leading global mobile payment and mobile identity company, is pleased to announce that it has conditionally agreed to acquire the entire issued and to be issued share capital of Fortumo Holdings, Inc. and its subsidiaries ("Fortumo") (the "Acquisition") in a transaction valued at a maximum enterprise value of $41 million.
The Acquisition is a significant step in Boku's global Direct Carrier Billing ("DCB") growth strategy, bringing together the two most profitable platforms in the DCB market with complementary capabilities and customer bases. The Acquisition will cement the Group's positioning as a leading mobile payment and mobile identity solutions company. Fortumo primarily focuses on providing mobile payment solutions to over 400 small-to-medium sized enterprises, but also services larger merchants including Google, Amazon and Tencent.
Fortumo is being acquired for a maximum consideration of $45 million (the "Total Maximum Consideration"), which includes Boku acquiring $4 million of net working capital. The Total Maximum Consideration comprises $37.6 million in cash along with approximately $2 million in Restricted Stock Units payable to the selling equity holders of Fortumo (the "Vendors") plus further consideration of up to approximately $5.4 million in cash, representing 12% of the Total Maximum Consideration, which is to be held in escrow subject to certain EBITDA earn-out, working capital and indemnity conditions being satisfied.
The Acquisition and associated costs will be funded by way of; (i) an unconditional placing to raise gross proceeds of up to approximately $25 million (the "Placing"); and (ii) new bank facilities of approximately $20 million.