AVCtechnologies Completes Strategic Acquisition of Ribbon's Kandy Communications
Creates an end-to-end Cloud Managed Services company with a comprehensive suite of Unified Communications as a Service (UCaaS), Communications Platform as a Service (CPaaS), and Contact Center as a Service (CCaaS) capabilities
WESTFORD, Mass. and ATLANTA, Dec. 2, 2020 /PRNewswire/ -- Ribbon Communications Inc. (Nasdaq: RBBN) and American Virtual Cloud Technologies, Inc. (Nasdaq: AVCT) today announced that they have completed the previously announced acquisition of Kandy Communications (Kandy) by AVCT.
Kandy complements AVCT's April 2020 acquisition of Stratos Management Systems, Inc. (dba Computex Technology Solutions) by providing a full suite of UCaaS, CCaaS, and CPaaS products to serve the rapidly growing cloud communications market. Customers today demand a highly reliable, secure, and scalable communications platform along with a world class customer experience. AVCtechnologies offers end-to-end services spanning from managed IT solutions, managed services, and cloud communications, delivered by certified experts to provide exceptional white glove customer experience to business customers, service providers, independent software vendors, and system integrators. AVCtechnologies is now positioned as a premier white label provider of choice for UCaaS, CCaaS and CPaaS.
"We are very pleased to welcome Kandy to the AVCtechnologies family," said Xavier Williams, Chief Executive Officer of AVCtechnologies. Williams added, "Kandy will be our linchpin, enabling us to provide carrier grade, global cloud communications that address the needs of medium and large enterprises. As the velocity of public, hybrid, and private cloud communications continues, we are in a fortunate position to be able to focus on execution while competitors in our space need to concentrate on platform capabilities, global expansion and improved customer experience. Kandy's world class, globally-deployed, carrier grade, white-labeled proprietary communications platform gives AVCtechnologies the ability to solve customer communication needs. Kandy's platform, significant growth trajectory, and global marquee customer and partner base, including AT&T, City of Los Angeles, IBM, and Etisalat (the largest telecom provider in the UAE), accelerates our go to market plans and enables us to expand our award-winning portfolio."
Bruce McClelland, Ribbon's CEO, stated, "We are impressed with the depth of talent and vision of the AVCtechnologies' management team and believe that with the addition of the innovative Kandy team, the company will continue to provide excellent service to channel partners and customers. We are confident that AVCT is poised to unlock additional value with Kandy, and we are excited to be a shareholder of the Company."
The transaction was completed pursuant to the terms of an amended and restated purchase agreement. At the closing, AVCT issued to Ribbon units of securities consisting of convertible debentures in an aggregate principal amount of approximately $45 million and warrants to purchase an aggregate of approximately 4.5 million shares of AVCT's common stock for an exercise price of $0.01 per share. The purchase price is subject to adjustment based on the net working capital of the Kandy business as of the closing date. In connection with the closing of the transaction, an affiliate of Navigation Capital Partners, Inc. entered into a subscription agreement with AVCT, pursuant to which it purchased $10 million in the same units of securities issued to Ribbon, and committed to purchase up to an additional $25 million of such units to provide the Company working capital to fund its anticipated growth.
Important Information Regarding Forward-Looking Statements
Factors that could cause actual results to differ materially from those in the forward-looking statements include risks that the new businesses will not be integrated successfully; failure to realize anticipated benefits of the combined operations; potential litigation relating to the transaction and disruptions from the transaction that could harm AVCtechnologies' or Ribbon's business; ability to retain key personnel; the potential impact of consummation of the transaction on relationships with third parties, including customers, employees and competitors; and conditions in the capital markets. The foregoing list of factors is not exhaustive. All of the parties' forward-looking statements involve risks and uncertainties (some of which are significant or beyond the parties' control) and assumptions that could cause actual results to differ materially from their respective historical experience and present expectations or projections. You should carefully consider the foregoing factors and the other risks and uncertainties that affect the parties' businesses, including those described in the most recent respective Annual Report on Form 10-K and Quarterly Reports on Form 10-Q of the parties, as well as the other documents filed by the parties from time to time with the SEC. The parties caution you not to place undue reliance on any forward-looking statements, which speak only as of the date hereof. Neither AVCtechnologies nor Ribbon undertakes any obligation to publicly update or revise any of forward-looking statements after the date they are made, whether as a result of any changes in circumstances or new information, future events or otherwise, except to the extent required by applicable law.
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SOURCE Ribbon Communications Inc.; American Virtual Cloud Technologies, Inc.
Company Codes: NASDAQ-NMS:RBBN, NASDAQ-NMS:AVCT
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