Cloud-services platform operator Pareteum Corp. agreed to buy enterprise software-developer Artilium PLC in a cash-and-stock transaction that valued Artilium's equity at about £78.0 million, or $104.7 million, the companies said June 7.
The boards of both companies approved the deal, which extends Pareteum's geographic footprint in Europe. The two companies have jointly pursued market growth opportunities since forming a strategic alliance in October 2017, a partnership that Pareteum estimated had resulted in more than $65 million in new contractual revenue to date.
Under the terms of the deal, Artilium shareholders will be entitled to receive 0.1016 share of Pareteum's common stock and 1.9 pence in cash for each ordinary share of Artilium. The deal's £78.0 million equity value includes a per-value value of 19.55 pence for each of Artilium's shares. Upon completion of the deal, Pareteum's stockholders will hold about 64.86% of the combined company's fully diluted stock, and Artilium's shareholders will hold about 35.14%. The transaction is expected to close in September, pending shareholder and regulatory approvals.
Upon the deal's completion, Artilium will become a wholly owned subsidiary of Pareteum, which will continue to operate under the name "Pareteum Corp." with its corporate headquarters located in New York. The company's common stock will continue to be listed on the NYSE American under the ticker symbol TEUM.
Pareteum's Hal Turner will continue in his role as executive chairman of the board and principal executive officer of the company following the deal closing. Pareteum CEO Vic Bozzo and CFO Ted O'Donnell also will continue in their current roles. Artilium CEO Bart Weijermars will become CEO of Pareteum Europe BV, a wholly owned subsidiary of the company.
Pareteum has engaged Jefferies LLC as its financial adviser and Hogan Lovells as its legal adviser on the transaction. Artilium has finnCap Ltd. as its financial adviser and Addleshaw Goddard LLP as its legal adviser.
