Fusion Signs Agreement to Purchase Broadvox Cloud Services Business
Fusion's Acquisition of Cloud Communications Business Expected to Expand Cloud Services Strategy
NEW YORK, NY -- (Marketwired) -- 09/12/13 -- Fusion Telecommunications International, Inc. ("Fusion") (OTCQB: FSNN) announced today that it has signed an Asset Purchase and Sale Agreement under which a wholly-owned subsidiary of Fusion has agreed to acquire the customer base and other specified assets used in the operation and delivery of the cloud-based voice, unified communications and managed network services business of Broadvox, LLC ("Broadvox"), for a purchase price of $32.1 million, subject to adjustment. Following completion of the acquisition Fusion intends to integrate the network infrastructure, operating platforms and personnel employed in the current delivery of Broadvox's business cloud communications services (the "Acquired Business") into the company's NBS Business Services division.
Matthew Rosen, Fusion's Chief Executive Officer, said, "This Agreement is an important step forward in Fusion's growth strategy and complements our own organic growth with the addition of 5,800 small, medium and large cloud communications business customers. The Acquired Business generated unaudited annual revenue of approximately $30.9 million in 2012, over 90% of which is monthly recurring revenue, and we expect that this acquisition will be accretive to Fusion's earnings from day one. The acquisition is expected to significantly add to Fusion's loyal customer base and bring a significant number of new partners to Fusion's existing distribution network, creating significant upsell opportunities. The acquisition is also expected to allow Fusion to tap an experienced team of professionals who share our own commitment to service excellence. With a robust national network connecting every major market and best of breed infrastructure, completion of this acquisition would expand our network reach and improve our ability to rapidly scale as we emerge as a leading provider in the cloud services marketplace."
"We are very excited about the benefits this Agreement will bring to our customers in terms of product innovation and customer experience," said Andre Temnorod, Broadvox Founder, President and CEO. "Fusion's professional management and customer-centric culture very much reflect our core values and we fully expect that this transition will be beneficial to our customers over the short and long term."
The acquisition is scheduled to close during the fourth quarter 2013, subject to the satisfaction of certain conditions, including Fusion's receipt of sufficient financing to fund payment of the $32.1 million purchase price (plus an agreed-upon amount of post-acquisition working capital), receipt of necessary regulatory approvals and certain third-party consents, audit of the financial statements of the Acquired Business and other specified conditions of closing. In addition, closing of the transaction is subject to demonstration that the Acquired Business achieved annualized earnings before interest, taxes, depreciation and amortization ("EBITDA") of not less than $5.0 million for the three months preceding the closing (with a downward adjustment of the purchase price to the extent that such annualized EBITDA is less than $6.0 million but more than $5 million). The Company further expects to realize considerable synergies after the transaction is consummated.
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