HOLMDEL, N.J., Sept. 20, 2018 /PRNewswire/ -- Vonage Holdings
Corp. (NYSE: VG) (the "Company") has entered into an agreement to
acquire privately-held NewVoiceMedia, an industry-leading cloud
Contact Center-as-a-Service (CCaaS) provider, for an equity price
of $350 million paid in cash.
The acquisition combines Vonage's robust UCaaS and CPaaS
solutions with NewVoiceMedia's pure-play cloud contact center
offerings, providing an end-to-end communication experience for a
company's employees and customers.
"We are thrilled to announce the acquisition of NewVoiceMedia,
which represents a major step forward in the realization of our
strategic vision to deliver a differentiated, fully-programmable
communications solution that drives more meaningful customer
interactions and better outcomes for businesses," said Vonage CEO
Alan Masarek.
"This acquisition accelerates Vonage's growth strategy and
leadership position in cloud communications, strengthens our
presence with global mid-market and enterprise clients, and deepens
our integrations and key go-to-market relationships with CRM
providers, especially Salesforce.com."
NewVoiceMedia Provides Scale in High-Growth, Cloud Contact
Center Market
NewVoiceMedia is the largest privately-owned, pure-play, cloud
contact center company globally, and is a recognized leader in the
space. NewVoiceMedia is in the Leader's quadrant of the
Gartner CCaaS Magic Quadrant for Western
Europe, and was included for the third consecutive year on
the Forbes Magazine Cloud 100, a list of the top 100 private
cloud companies in revenue, sales growth, valuation and culture.
Over 700 primarily mid-market and enterprise customers rely on
NewVoiceMedia for a range of customer engagement use cases, from
inbound customer support to outbound sales, including worldwide
brands like Adobe, Siemens, Time Inc., FundingCircle, and
Rapid7.
Dennis Fois, CEO of
NewVoiceMedia, commented, "Vonage and NewVoiceMedia share a
powerful vision to serve businesses with cloud communications that
connect employees and enable personalized conversations with their
customers and prospects. Together, we can help businesses create
richer experiences through a state-of-the-art, global, programmable
cloud communication platform."
NewVoiceMedia will continue to be led by Mr. Fois, who has more
than 25 years of experience in international leadership, strategy,
sales and marketing in the technology and financial services
markets. Upon closing, the senior leadership team and its more than
400 employees, comprised of talented business leaders, skilled
technologists, and a strong sales organization, will join Vonage.
Together, they will create an expanded customer experience center
of excellence.
Vonage Addressing a Large and Growing Total Addressable
Market
Together, Vonage and NewVoiceMedia will be addressing a total
addressable market that is expected to grow 60% over the next four
years to approximately $80 billion,
according to IDC. Within this, contact center is a $9 billion market today, and with NewVoiceMedia,
Vonage will be well-positioned to capture a healthy share of this
opportunity with a recognized leader in the space.
"Vonage is acquiring a high-growth software company that brings
a cloud-native contact center solution that can be integrated with
Vonage's existing assets to create an expanded enterprise
communications software suite and, as importantly, 400+ customer
experience professionals, deployed globally," observes Sheila McGee-Smith, President & Principal
Analyst, McGee-Smith Analytics, LLC. "NewVoiceMedia is particularly
well-positioned to address larger-scale deployments due to its
global scale and strong partnership with Salesforce.com.
Additionally, the NewVoiceMedia team will be a big part of
jump-starting Vonage's attack on the huge CCaaS market
opportunity."
Transaction Overview
Under the agreement, NewVoiceMedia shareholders will receive
equity consideration of $350 million.
Vonage is financing the acquisition through a combination of
existing revolver capacity, cash on hand and cash on the balance
sheet of NewVoiceMedia. Pro forma for the transaction, Net Debt to
LTM Adjusted OIBDA will be approximately 3.3x and is expected to be
below 3.0x within two quarters.
The enterprise value paid for NewVoiceMedia represents
approximately 3.8x projected 2019 revenue. The Company expects to
realize annual run rate synergies of approximately $10 million by year-end 2019 and meaningfully
higher by year-end 2020, which include revenue synergies from
cross-selling and cost synergies from cost of service and G&A
savings.
The transaction is expected to close in the fourth quarter of
2018 and is subject to standard regulatory review and customary
closing conditions. The Company plans to update financial guidance,
taking into account the acquisition, in its third-quarter earnings
release.
J.P. Morgan Securities LLC served as sole financial advisor to
Vonage and provided a fairness opinion to the Board of Directors.
Morrison & Foerster LLP served as legal counsel to Vonage.
Jefferies LLC served as sole financial advisor and Weil, Gotshal
& Manges LLP served as legal counsel to NewVoiceMedia.
Conference Call
Vonage will host a conference call to discuss additional details
of this transaction at 8:30 AM Eastern
Time on September 20, 2018. To
participate, please dial (866) 891-8177 approximately 10 minutes
prior to the call. International callers should dial (412)
902-6756.
A live webcast of the conference call will be available on the
Vonage Investor Relations website. A replay of the webcast will
also be available shortly after the conclusion of the call and may
be accessed through Vonage's Investor Relations website or by
dialing (877) 344-7529 or (412) 317-0088 for international callers,
and entering the passcode 10124307.
Safe Harbor Statement
This press release contains forward-looking statements,
including statements about the benefits of the acquisition and
integration of NewVoiceMedia; the combined company's plans,
objectives, expectations and intentions with respect to future
operations, products and services; the competitive position and
opportunities of the combined company; the impact of the
acquisition on the market for the combined company's products and
services; the timing of the completion of the acquisition; and
capital expenditures, and other statements that are not historical
facts or information constitute forward-looking statements for
purposes of the safe harbor provisions under The Private Securities
Litigation Reform Act of 1995.
In addition, other statements in this press release that are not
historical facts or information may be forward-looking statements.
The forward-looking statements in this release are based on
information available at the time the statements are made and/or
management's belief as of that time with respect to future events
and involve risks and uncertainties that could cause actual results
and outcomes to be materially different. Important factors that
could cause such differences include, but are not limited to: the
competition we face; the expansion of competition in the cloud
communications market; our ability to adapt to rapid changes in the
cloud communications market; the nascent state of the cloud
communications for business market; our ability to retain customers
and attract new customers cost effectively; the risk associated
with developing and maintaining effective internal sales teams and
effective distribution channels; risks related to the acquisition
or integration of businesses we have acquired; security breaches
and other compromises of information security; risks associated
with sales of our services to medium-sized and enterprise
customers; our reliance on third party hardware and software; our
dependence on third party facilities, equipment, systems and
services; system disruptions or flaws in our technology and
systems; our ability to scale our business and grow efficiently;
our dependence on third party vendors; the impact of fluctuations
in economic conditions, particularly on our small and medium
business customers; our ability to comply with data privacy and
related regulatory matters; our ability to obtain or maintain
relevant intellectual property licenses; failure to protect our
trademarks and internally developed software; fraudulent use of our
name or services; intellectual property and other litigation that
have been and may be brought against us; reliance on third parties
for our 911 services; uncertainties relating to regulation of
business services; risks associated with legislative, regulatory or
judicial actions regarding our business products; risks associated
with operating abroad; risks associated with the taxation of our
business; risks associated with a material weakness in our internal
controls; governmental regulation and taxes in our international
operations; liability under anti-corruption laws or from
governmental export controls or economic sanctions; our dependence
on our customers' broadband connections; restrictions in our debt
agreements that may limit our operating flexibility; foreign
currency exchange risk; our ability to obtain additional financing
if required; any reinstatement of holdbacks by our credit card
processors; our history of net losses and ability to achieve
consistent profitability in the future; our ability to fully
realize the benefits of our net operating loss carry-forwards if an
ownership change occurs; certain provisions of our charter
documents/and other factors that are set forth in the "Risk
Factors" in our Annual Report on Form 10-K for the year ended
December 31, 2017 and Quarterly
Reports on Form 10-Q filed with the SEC. While the Company may
elect to update forward-looking statements at some point in the
future, the Company specifically disclaims any obligation to do so
except as required by law, and therefore, you should not rely on
these forward-looking statements as representing the Company's
views as of any date subsequent to today.
About Vonage
Vonage (NYSE: VG) is redefining business communications. True to
our roots as a technology disruptor, we've embraced technology to
transform how companies communicate to create better business
outcomes. Our unique cloud communications platform brings together
a robust unified communications solution with the agility of
embedded, contextual communications APIs. This powerful combination
enables businesses to collaborate more productively and engage
their customers more effectively across messaging, chat, social
media, video and voice.
The Company also provides a robust suite of feature-rich
residential communication solutions. Vonage Holdings Corp. is
headquartered in Holmdel, New
Jersey, with offices throughout the United States, Europe, Asia
and Israel. Vonage® is a
registered trademark of Vonage Marketing LLC, owned by Vonage
America Inc. www.vonage.com.
About NewVoiceMedia
NewVoiceMedia is a leading global provider of cloud contact
center technology that enables businesses to create exceptional,
emotive customer experiences to serve better and sell more.
Its award-winning platform joins up all communications channels
without expensive, disruptive hardware changes and plugs straight
into your CRM for full access to hard-won data. With a true cloud
environment and proven 99.999% platform availability, NewVoiceMedia
ensures complete flexibility, scalability and reliability.
For more information, visit www.newvoicemedia.com or follow
NewVoiceMedia on Twitter @NewVoiceMedia.
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SOURCE Vonage Holdings Corp.