Transaction Advances Global Telecom & Technology`s Strategy of Building Scale
and Leveraging its Network Integration Platform
MCLEAN, Va.--(Business Wire)--
Global Telecom & Technology, Inc. ("GTT") (OTCBB: GTLT) a leading global network
integrator that provides its clients with a broad portfolio of wide-area network
and mobility services, announced today that it has signed a definitive agreement
to acquire privately-held WBS Connect, LLC. Based in Denver, Colorado, WBS
Connect provides high bandwidth IP and wide area networking services to over 400
customers worldwide.
The acquisition of WBS Connect will expand the portfolio of IP transit and
Ethernet services GTT offers. Additionally, GTT will add WBS Connect`s network
infrastructure assets with over 60 points of presence in major North American,
Asian and European metro centers. With these assets, GTT will have a deeper IP
transit and Ethernet product suite to attract new customers and cross-sell into
its existing customer base. On an annualized basis, WBS Connect has generated
approximately $28 million in revenue and positive EBITDA.
Under the terms of the agreement, the total consideration consists of 500,870
shares of GTT common stock to be issued over 18 months beginning six months
after the transaction closes, $1.8 million in cash and seller notes, plus the
assumption of WBS liabilities and working capital. Subject to customary closing
conditions and the approval of the Federal Communications Commission, the
company expects the transaction to close by the end of 2009.
"Acquiring WBS Connect demonstrates GTT`s determination to rapidly scale its
global telecom business. In this case, the transaction will combine the power of
our customer and operations platform, proven management team and focus on
business fundamentals with WBS Connect`s sizeable customer base and physical
network," said Rick Calder, President and Chief Executive Officer of Global
Telecom & Technology. "The entire WBS Connect team has done an impressive job of
growing revenue over the past three years and creating business value. We
believe that the addition of WBS Connect`s product set, customer base and IP
network will provide significant opportunities for long-term growth, further
operational leverage and value creation for our global telecom business."
"We are excited that the combination of WBS Connect`s business with GTT will
allow us to take the WBS Connect suite of products and services to a whole new
level in worldwide markets," said Scott Charter and Mike Hollander, Co-Founders
and Managing Partners of WBS Connect.
"GTT`s financial strength supports this transaction," said Eric Swank, Chief
Financial Officer of GTT. "We plan to finance the acquisition with existing
cash, available debt capacity, and a very modest share issuance. By layering WBS
Connect`s services onto our operational platform, we will be able to realize
sizeable economies of scale. Over time, we will also seek ways to leverage the
WBS Connect network to expand our overall gross margins. In short, the
acquisition of WBS Connect is a financial and operational win-win as it expands
our EBITDA and creates a business on a path to $100 million in revenue at an
attractive price while enhancing GTT`s financial profile."
Third Quarter Earnings Conference Call
Global Telecom & Technology will discuss the WBS Connect acquisition during its
third quarter earnings conference call, scheduled on Thursday, November 12th at
8:30 a.m. Eastern Time. The conference call is available via phone, or over the
internet.
* What: GTT`s Third Quarter 2009 Financial Results conference call, including
discussion of the WBS Connect acquisition
* When: Thursday, November 12, 2009 at 8:30 a.m. Eastern Time
* Where: Via phone by dialing +1.888.359.3622 or +1.719.325.2427, entering
passcode 9831049 and asking for the GTT call, or via internet webcast at
www.gt-t.net.
About Global Telecom & Technology
GTT is a global network integrator that provides its clients with a broad
portfolio of wide-area network and wireless mobility services. With over 800
worldwide supplier relationships, GTT combines multiple networks and
technologies to deliver cost-effective solutions specifically designed for each
client's unique requirements. GTT enhances client performance through our
proprietary systems, comprehensive project management and 24x7 operations
support. Headquartered just outside Washington, D.C. in McLean, Virginia with
offices in London and Dusseldorf, GTT provides service to more than 300
enterprise, government, and carrier clients in over 80 countries, worldwide. For
more information visit the GTT website at www.gt-t.net.
About WBS Connect, LLC.
#108 on the Inc. 500 Fastest Growing Private Companies list for 2009, WBS
Connect is a provider of global IP transit and data transport services
worldwide. WBS Connect offers IP transit, Ethernet, data center co-location, and
managed network services products. WBS Connect has a presence in over 85 global
data centers, access to more than 300,000 lit buildings, and over 240 Gigabits
of network traffic currently in production. WBS Connect is headquartered in
Denver, Colorado.
Forward-Looking Statements:
This release includes certain "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995, which reflect the current
views of Global Telecom & Technology, Inc., with respect to current events and
financial performance. You can identify these statements by forward looking
words such as "may," "will," "expect," "intend," "anticipate," "believe,"
"estimate," "plan," "could," "should," and "continue" or similar words. These
forward-looking statements may also use different phrases. From time to time,
Global Telecom & Technology, Inc., which we refer to as "we," "us" or "our" and
in some cases, "GTT" or the "Company," also provides forward-looking statements
in other materials GTT releases to the public or files with the United States
Securities & Exchange Commission ("SEC"), as well as oral forward-looking
statements. You should consult any further disclosures on related subjects in
our quarterly reports on Form 10-Q and current reports on Form 8-K filed with
the SEC. Such forward-looking statements are and will be subject to many risks,
uncertainties and factors relating to our operations and the business
environment that may cause our actual results to be materially different from
any future results, express or implied, by such forward-looking statements.
Factors that could cause GTT`s actual results to differ materially from these
forward-looking statements include, but are not limited to, the following: our
ability to obtain capital; our ability to develop and market new products and
services that meet customer demands and generate acceptable margins; our
reliance on several large customers; our ability to negotiate and enter into
acceptable contract terms with our suppliers; our ability to attract and retain
qualified management and other personnel; competition in the industry in which
we do business; failure of the third-party communications networks on which we
depend; legislation or regulatory environments, requirements or changes
adversely affecting the businesses in which we are engaged; our ability to
maintain our databases, management systems and other intellectual property; our
ability to maintain adequate liquidity and produce sufficient cash flow to fund
our capital expenditures and debt service; technological developments and
changes in the industry; our ability to complete acquisitions or divestures and
to integrate any business or operation acquired; our ability to overcome
significant operating losses; and general economic conditions. Additional
information concerning these and other important factors can be found under the
heading "Risk Factors" in GTT's annual and quarterly reports filed with the
Securities and Exchange Commission including, but not limited to, its Annual
Report on Form 10-K. Statements in this release should be evaluated in light of
these important factors.
GTT Media Contact:
JD Darby
+1.703.442.5530
jd.darby@gt-t.net
or
GTT Investor Contacts:
Eric Swank
+1.703.442.5529
eric.swank@gt-t.net
or
Adam J. Handelsman
Lippert/Heilshorn & Associates
+1.212.838.3777
ahandelsman@lhai.com
Copyright Business Wire 2009
