PRESS RELEASE
London, 9th August 2018
CYBER1 ENTERS EXCLUSIVE AGREEMENT TO ACQUIRE INFONET, A LEADING CYBER SECURITY BUSINESS IN TURKEY
- CYBER1 to acquire 100% of INFONET, subject to contract
- INFONET is a leader in the provision of cyber resilient products and solutions in the Turkish market
- 2017 revenues exceed $24m*with EBITDA of $1.6m*
- Consideration $14m comprising $2.8m cash and $11.2m CYB1 shares
Cyber Security 1 AB (publ) ("CYBER1"), (Nasdaq:CYB1, OTCQX:CYBNY), a leading supplier of cyber security solutions with operations in Europe, Africa and the Middle East, has signed an exclusive agreement with Turkish based INFONET to acquire 100% of its product and solutions business. The acquisition is in line with CYBER1's strategy to expand enterprise product offering in the region.
In London today, CYBER1 announced the signing of Heads of Terms of Agreement pursuant to the acquisition of INFONET BILGI TEKNOLOJILERI TICARET LIMITED ("INFONET") in Turkey on a cash free, debt free basis, which is expected to close in Q4, 2018 subject to legal, financial and technology due diligence exercises.
INFONET is a private limited company with registered offices in Istanbul and Ankara.The transaction will include the acquisition of 100% of the shares in INFONET and the transaction will be completed by CYBER1.The transaction will include the acquisition of 100% of outstanding shares for a consideration of $14,000,000 comprised of $2,800,000 cash and $11,200,000 CYBER1 new issue shares. The number of shares issued will be set at a 'Strike Price' of €0.48 (forty-eight-euro-cents). The transaction will be completed by CYBER1. There will be no other impact on CYBER1's balance sheet.
INFONET is a very well established and profitable Cyber Security Services and product business. INFONET is registered in Turkey with offices in Istanbul and Ankara. The companies are recognised for its excellence as key cyber solution provider and boast several blue-chip clients amongst their customer rosters.
With INFONET occupying a key position within the Turkish IT Security market and now celebrating their 23rd year in business, they have been recognised as the leader and one of the most eminent cyber-focused businesses for the past ten years in the Turkish.
INFONET, audited by Grant Thornton and advised by PwC, employs thirty-seven full time personnel.
INFONET is a private company led by Dr. M. Kemal Ciliz as the Company's Founder & Chairman. Dr. M. Kemal Ciliz educated in Turkey and U.S.A. is an active entrepreneur in the Turkish IT market and is the founder/investor of various IT start-ups in Internet related technologies in Turkey and USA.
Infonet has many man years' experience in cyber-specific products specifically within the broader industry channels providing cyber resilient solutions across the Financial Services, Telecommunications, Logistics, Education, Manufacturing, Energy and E*Commerce sectors. The business has generated profitable revenues and the final, audited numbers for 2017 show revenues of some $24m and EBITDA of $1.6m.
They are key partners for Check Point Software Technologies, Forcepoint, Kaspersky, Trend Micro and RSA Security along with some other leading security vendors selling their products through a robust and resilient network serving a solid corporate customer base.
The INFONET acquisition will allow the CYBER1 businesses to grow with improved access to experienced business development and technically experienced cyber personnel in Turkey and beyond and the attractive economies that exist highly educated, experienced, English speaking graduates.
Additionally, it gives access to primary client networks and the INFONET acquisition alongside the recent ITWAY acquisitions, will put CYBER1 into the pre-eminent position in both Greece and Turkey, as the leading provider of cyber products and advisory services.
Kobus Paulsen, Chairman of CYBER1 commented - "Dr. Ciliz and his team have built a truly remarkable business showing historical and consistent CAGRs of over 20% in key emerging territories. Their hard work will be continued by the CYBER1 Teams, supported by our personnel from around the world, to build further profitable and sustainable revenues and profit contributions. The INFONET Team are a perfect fit for us from both cultural and entrepreneurial perspectives with highly dependable clients and we see immense benefits from our merger. We look forward to these next high growth phases of our businesses, together as one growing family."
Dr. M. Kemal Ciliz, Founder and Chairman of INFONET said "This next phase of our Companies' developments is crucial to the successful global roll-out of our offerings to a more diversified international client base. We currently serve over 2,000 clients and some 400 active resellers and CYBER1's diversified geographical footprint will enable us to leverage our expertise and skills into new territories."
For more information about CYBER1, please visit: www.cyber1.com
CERTIFIED ADVISER:
Mangold Fondkommission AB is the Company's Certified Adviser.
Telephone: +46 (0)8 5030 1550 E-mail: info@mangold.se
FOR FURTHER INFORMATION, PLEASE CONTACT:
Investor Relations:
Tim Metcalfe / Miles Nolan IR-contacts
CYBER1 Email: cyber1@investor-focus.co.uk
This information is information that CYBER1 is obliged to make public, pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on the 9th August 2018 at 19:00 CET.
ABOUT CYBER1:
CYBER1 (formerly Cognosec AB) is engaged in providing cyber resilience solutions and conducts its operations through physical presences in Sweden, South Africa, the UK, Kenya, Germany, Austria, Turkey, Greece, Italy, the Ukraine and the United Arab Emirates. Listed on Nasdaq First North (Nasdaq: CYB1.ST, [formerly Nasdaq: COGS.ST]) and as an American Depositary Receipt (OTCQX: CYBNY), the Group delivers services and technology licenses to enhance clients' protections against unwanted intrusions, to provide and enhance cyber resilience and to prevent various forms of information theft. CYBER1 had revenues of 17.2*m EUR in 2017 and employed 239 personnel at the end of Q2 2018. For further information, please visit www.cyber1.com/investors.
*Figures rounded to nearest whole number