Sierra Wireless (NASDAQ:SWIR) (TSX:SW) and In Motion Technology Inc. announced that Sierra Wireless has entered into a definitive agreement to acquire Vancouver-based In Motion for $21 million U.S. dollars in cash consideration, subject to certain customary post-closing adjustments.
In Motion is a leader in mobile enterprise solutions, providing rugged in-vehicle mobile routers tightly integrated with an advanced mobile-optimized security system and a powerful management and application platform. The complete solution enables organizations to connect and manage mobile operations, vehicles, and workforces more efficiently, reliably and securely.
With complementary product portfolios and channels, Sierra Wireless and In Motion will together provide the broadest choice of device-to-cloud solutions for enterprise customers, from simple gateways to full featured mobile routers, as well as a comprehensive suite of cloud services and applications. The combined company will hold a strong leadership position and unique capabilities in important growth segments, including public safety, transit, and commercial fleet.
“In Motion will strengthen our leadership position in M2M and broaden our Enterprise Solutions portfolio,” said Jason Cohenour, President and CEO of Sierra Wireless. “The Sierra Wireless and In Motion businesses are highly complementary, and together will hold a unique competitive position. We will have the products, channels, and technology needed to offer the most comprehensive suite of solutions to our customers and expand our market share in high-growth, high-value markets such as public safety and commercial fleets.”
“We are experiencing unprecedented growth in the market for mobile enterprise solutions, and joining forces with the clear industry leader will enable the combined organization to capture a greater share of the opportunity,” said Dean Rockwell, CEO of In Motion Technology Inc. “We are excited to join the Sierra Wireless team and we look forward to being able to deliver even greater value to our customers with the expansion of our solutions offering and global footprint.”
During 2013, In Motion generated $15 million U.S. dollars in revenue and gross margin was 50 percent of revenue. Sierra Wireless will fund the purchase price from its existing cash balance.
The transaction is subject to the approval of In Motion shareholders, and voting and support agreements have been obtained from the required number of holders for each share class. The transaction is structured as a statutory arrangement and requires the approval of the British Columbia Supreme Court. The transaction is also subject to post-closing working capital adjustments customary for a transaction of this nature. The transaction is expected to close in early March 2014, subject to customary closing conditions.
Additional information about the transaction is available in the Investor Information section of the Sierra Wireless Web site.
CIBC World Markets Inc. is acting as financial advisor and Blake Cassels & Graydon LLP is acting as legal counsel to Sierra Wireless. Garibaldi Capital Advisors is acting as financial advisor and Farris, Vaughan, Wills & Murphy LLP is acting as legal counsel to In Motion.