Sophos will launch a voluntary public takeover offer in cash for AU$25 per Utimaco share and a total implied equity purchase price of AU$367 million.
The company has signed an agreement with Investcorp Technology Partners for the acquisition of its 24.99 percent stake in Utimaco. The acceptance period started this month and should be complete by October.
Independent of the offer, Sophos and Utimaco have entered into a reseller contract regarding SafeGuard Enterprise and a mutual referral agreement for all products of both companies.
Rob Forsyth (pictured), managing director of Sophos Asia Pacific said: “We are delighted that we are involved with Utimaco as a reseller but we are limited in what we can say because it is a pre-offer.
“We can’t make any comment at this stage other than what we have gone public with. We can’t make any predictions about the future because that could affect the share pricing and Utimaco is a publically listed company on the German stock exchange,” added Forsyth.
The transaction will be financed through Sophos’ existing cash, new debt facilities and equity. It has secured financial backing from HSBC, RBS, TA Associates, a leading technology focused private equity firm and an existing Sophos shareholder. Deutsche Bank Securities Inc. is acting as financial advisor to Sophos.
According to Steve Munford, CEO of Sophos, the deal enhances the company’s Security and Control strategy – to lead in protecting information and computers from external threats and careless or malicious end-user behaviour – because data loss has joined viruses as a key concern for IT professionals.
Upon completion, Utimaco will become a new business unit within the Sophos group focused on data security.
"Information security should be as commonplace as anti-virus protection, no longer a nice to have, but a must have. Companies of all sizes are looking to protect against both external and internal threats, with one manageable solution," said Munford.
"Integrating endpoint protection, network access control and encryption provides us with a great platform for innovation as the market continues to focus on securing and controlling information," he added.
Utimaco helps organisations safeguard against intentional or unintentional loss of sensitive or confidential data by providing data security solutions.
Sophos's network access control, endpoint, web and email solutions simplify security to provide integrated defences against malware, spyware, intrusions, unwanted applications, spam, policy abuse, data leakage and compliance drift.
Sophos puts in takeover bid for Utimaco
By Jenny Eagle on Aug 19, 2008 4:00PM