NTT Communications Announces Agreed Takeover Offer in Cash for Integralis AG
-Business Combination Agreement signed
-Offer price of
-Acquisition enables NTT Communications to enhance its global managed security service offering through a market-leading security services platform
-Integralis to become lead unit for global IT security within NTT Communications
The acceptance period is expected to start in late July/early
Increasing importance of enterprise security services
As a result of the offer, Integralis will enhance NTT Com’s global services offering through a market-leading security services platform, thus addressing a key demand of NTT Com’s corporate customers. According to research companies, Integralis is one of the most important players globally in the area of enterprise security services. Given the exponential growth of viruses, spam, phishing and hacking, these security services increasingly gain importance for companies. With the acquisition of Integralis, NTT Com would be able to service its clients around the world with this strategically important security service. Customers of NTT Com will, for example, benefit from Integralis worldwide network of security operation centers, which provide a 24 hour service for multinational companies.
“We are looking forward to welcoming Integralis as a partner of NTT Com,”
Growth opportunities with multinational companies
After the transaction, Integralis will become a lead global IT security unit within NTT Com and will gain access to the large customer base of NTT Com.
Successful track record of NTT in
The planned takeover of Integralis is not the first acquisition that a company from the NTT Group undertakes in
Subject to an approval by the German Federal Financial Supervisory Authority (Bundesanstalt fur Finanzdienstleistungsaufsicht, BaFin), the offer document will be published at a later date in accordance with the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Ubernahmegesetz, WpUG), and will further be made available on: http://www.nttcom.de
The website also contains additional information about the transaction.
Joint Press Call The transaction will be presented by Jun Sawada, Senior Vice President at NTT Com, and Georg Magg, CEO of Integralis, in a joint press call (details outlined below). Date: Tuesday, 30 June 2009 Time: 11:00 a.m. CET Dial-in number: +49-69-5007-1265 Confirmation Code: 1477057 The press call will be held in German and English.
About NTT Communications Corporation
NTT Com provides a broad range of global networks, management solutions and IT services to customers worldwide. The company is renowned for reliable, high-quality security, hosting, voice, data and IP services, as well as expertise in managed networks and leadership in IPv6 transit technology. NTT Com’s extensive infrastructure includes Arcstar (TM) Global IP-VPN and Global e-VLAN, as well as a Tier-1 IP backbone reaching more than 150 countries in partnership with major Internet service providers, and secure data centers in
About Integralis AG
As a leading international IT security solutions provider, Integralis offers its customers expert consulting and tailored services to protect their critical business processes. The Integralis product portfolio is based on leading-edge technologies and strategic partnerships oriented to planning, implementing and operating overarching information security architectures. Backed by top quality skills and experience, the Integralis consulting team supports customers’ IT security projects by offering structured methodical and technical consulting and implementation services. Integralis services provide 7/24 multilingual support for the day-to-day operation of customers’ security systems around the world. Services comprise the telephone hotline, remote monitoring and administration as well as on-site support. Under the Integralis name, a global network of branches serves a large number of blue-chip companies and public authorities as well as many national and international businesses. Integralis is listed in Deutsche Borse AG’s Prime Standard. With 511 employees, Integralis realized revenues of
This release is neither an offer to purchase nor a solicitation of an offer to sell Integralis shares or any other security. The terms and conditions of the offer will be published in the offer document only after the permission of the German Federal Financial Supervisory Authority (Bundesanstalt fur Finanzdienstleistungsaufsicht, BaFin) has been obtained. Investors and holders of shares in Integralis are advised to read the relevant documents regarding the tender offer to be published by NTT Communications Deutschland GmbH because they will contain important information. Investors and holders of shares in Integralis will be able to receive these documents, when they become available, at the website www.nttcom.de.
The information herein may contain “forward-looking statements” that may be identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates” or words of similar meaning about the expected future business of NTT Communications Deutschland GmbH or any other entity. These statements are based on the current expectations of the management of NTT Communications Corporation and NTT Communications Deutschland GmbH and are inherently subject to uncertainties and changes in circumstances. NTT Communications Corporation and NTT Communications Deutschland GmbH do not undertake any obligation to update the forward-looking statements to reflect actual results, or any change in events, conditions, assumptions or other factors.
Contact: Heinrich Fromsdorf Hering Schuppener Consulting (PR Advisor to NTT Communications Deutschland, NTT Communications Corporation) Tel: +49-170-635-3848 Kazunori Yozawa, Vice President NTT Communications Deutschland and NTT Communications Corporation: Tel: +81-3-6700-4601 Toby Pearce Luca Crenna Houlihan Lokey Howard & Zukin (Europe) Limited (Financial Advisor to NTT Communications Deutschland, NTT Communications Corporation) Tel: +44-20-7747-2750 Peter Banholzer, Investor Relations Manager Integralis AG: Tel: +49-89-945-73-178 Richard-Benedikt Floto Lincoln International AG (Financial Advisor to Integralis AG) Tel: +49-69-971-054-00
In this transaction, NTT Com is being advised by
SOURCE NTT Communications Corporation