Belgium-based Promixus Group, through its subsidiary, will acquire up to 84 per cent stake in enterprise messaging firm Route Mobile.
Proximus Opal, a subsidiary of the Proximus Group, will initially acquire a 57.56 per cent stake in Route Mobile for Rs 5,922.4 crore in an all-cash deal, the enterprise messaging firm said in a regulatory filing. "Proximus Group will acquire 57.56 per cent of the shares in Route Mobile through Proximus Opal, for an initial Rs 59,224 million cash consideration for a price per share of Rs 1,626.40,” according to the filing.
The acquisition has triggered an open market offer for the sale of 26 per cent of Route Mobile in compliance with regulatory guidelines. "Proposed shareholding after the acquisition of shares which triggered the Open Offer, assuming entire 26 per cent is tendered in the Open Offer is 5,28,63,919 Equity Shares representing 83.56 per cent of the Expanded Voting Share Capital,” the filing said.
Route Mobile said that with full MTO (mandatory takeover offer) take-up, ownership of Promixus could go up to around 84 per cent. However, to comply with regulatory guidelines which mandate a minimum threshold of 25 per cent of public shareholding for all listed companies, Proximus Opal would be required to resell stakes to get back to 75 per cent within 12 months. "The acquisition of a majority stake in Route Mobile is a transformational step for our international CPaaS and digital identity activities. With Route Mobile and Telesign, Proximus Group now holds two strong and highly complementary global assets, both from geography and product expertise standpoints,” Proximus Group, CEO, Guillaume Boutin said.
After the closing of the transaction, the CPaaS activities of the group will be led by Rajdip Gupta, the CEO of Route Mobile who will continue to execute his current role. In addition to the above, Gupta will be appointed as the head of the communications platform as a service (CPaaS) business of the Proximus group. As a part of the agreement, some of the founding shareholders of Route Mobile will reinvest in a minority stake in Proximus Opal, a subsidiary of the Proximus Group and the US-based holding company of Telesign — an affiliate of Proximus.
"The partnership with Telesign paves the way for Route Mobile to become one of the global CPaaS leaders and achieve a billion-dollar annual revenue run-rate much sooner than the anticipated 3-4 years’ timeframe,” Gupta said. The acquisition of the majority stake in Route Mobile and the MTO will be followed by a reinvestment of around 299.6 million euro by some of the founding shareholders of Route Mobile for up to 14.5 per cent of the shares of Proximus Opal. The reinvestment by some of the founding shareholders of Route Mobile implicitly values Telesign at 1.4 billion euros, the filing said.
"As Proximus Group welcomes Route Mobile to the family, we are encouraged by the opportunities it will bring us as we focus on expanding our global reach and meeting our customers' digital identity and messaging needs. The relationship with Route Mobile will complement Telesign as we focus on delivering our brand promise,” Telesign CEO Joe Burton said.
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