|[January 27, 2014]
Sierra Wireless Extends Leadership in Key M2M Markets with Agreement to Acquire In Motion Technology
VANCOUVER, B.C., Canada --(Business Wire)--
Sierra Wireless (News - Alert) (NASDAQ:SWIR) (TSX:SW) and In Motion Technology Inc.
today announced that Sierra Wireless has entered into a definitive
agreement to acquire Vancouver-based In Motion for $21 million US
dollars in cash consideration, subject to certain customary post-closing
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 (News - Alert) 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 US 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 capitl 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 website.
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.
Conference call and webcast
Sierra Wireless President and CEO, Jason Cohenour, and CFO, David
McLennan, will host a conference call and webcast with analysts and
investors today, January 27, at 8:00 AM Eastern Time (5:00 AM PT). A
live slide presentation will be available for viewing during the call
from the link provided below.
To participate in this conference call, please dial the following number
approximately ten minutes prior to the commencement of the call:
Toll-free (Canada and US): 1 (877) 201-0168
Alternate number: 1 (647) 788-4901
Conference ID: 36118694
For those unable to participate in the live call, a replay will be
available for 30 days following the call. Dial 1 (855) 859-2056 and
enter Conference ID number 36118694 to access the replay.
To access the webcast, please follow the link below:
The webcast will remain available at the above link for one year
following the call.
About Sierra Wireless
Sierra Wireless (NASDAQ: SWIR) (TSX: SW) is the global leader in
machine-to-machine (M2M) devices and cloud services, delivering
intelligent wireless solutions that simplify the connected world. We
offer the industry's most comprehensive portfolio of 2G, 3G and 4G
embedded modules and gateways, seamlessly integrated with our secure M2M
cloud services. Customers worldwide, including OEMs, enterprises, and
mobile network operators, trust our innovative solutions to get their
connected products and services to market faster. Sierra Wireless has
more than 850 employees globally and has R&D centers in North America,
Europe and Asia. For more information, visit www.sierrawireless.com.
About In Motion Technology
In Motion Technology is the leader in mobile enterprise networks that
provide customers with fleets in mission critical environments with a
secure, managed end-to-end communications system. The company's solution
includes a powerful management platform, an application suite designed
to improve situational awareness, industry leading mobile-optimized
security and a rugged in-vehicle mobile router. In Motion's solutions
are used by hundreds of public safety, transit and utility fleets across
the United States and Canada.
Product or service names mentioned herein may be the trademarks of their
Forward Looking Statements
This press release contains forward-looking statements that involve
risks and uncertainties. These forward-looking statements relate to,
among other things, plans and timing for the introduction or enhancement
of our services and products, statements about future market conditions,
supply conditions, channel and end customer demand conditions, revenues,
gross margins, operating expenses, profits, and other expectations,
intentions, and plans contained in this press release that are not
historical fact. Our expectations regarding future revenues and earnings
depend in part upon our ability to successfully develop, manufacture,
and supply products that we do not produce today and that meet defined
specifications. When used in this press release, the words "plan",
"expect", "believe", and similar expressions generally identify
forward-looking statements. These statements reflect our current
expectations. They are subject to a number of risks and uncertainties,
including, but not limited to, changes in technology and changes in the
wireless data communications market. In light of the many risks and
uncertainties surrounding the wireless data communications market, you
should understand that we cannot assure you that the forward-looking
statements contained in this press release will be realized.
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