SpeedCast International Limited (ASX: SDA), a leading global satellite communications and network service provider, recently announced the acquisition of WINS Limited (WINS), a leading Europe-based provider of innovative broadband satellite communications and IT solutions for the maritime sector.
WINS provides services to over 100 passenger carrying vessels such as cruise liners and ferries and more than 2,000 merchant shipping vessels with a portfolio of VSAT, L-Band, Accounting Authority Services and International Maritime GSM service. The combination of SpeedCast’s unrivaled global service and operational network and WINS’ strong establishment in the European market will enable SpeedCast to grow its business rapidly in this exciting market.
“We are very pleased to welcome WINS to our family,” SpeedCast CEO, Pierre-Jean Beylier, commented. “This acquisition is further affirmation of SpeedCast’s growth strategies, and is a significant milestone for us. WINS brings a strong local presence in Germany, a major maritime market, as well as expertise in the cruise industry in Europe, a fast growing user of satellite communications. Together, we are well poised to expand our network to support the growing demand of VSAT services in the maritime sector.” Pierre-Jean Beylier added.
Tony Mejlaq, Chairman and CEO of WINS said: “We founded WINS with a vision of connecting users in any location, no matter how remote. Becoming part of the SpeedCast family enables us to join a group with real international connections, providing us with access to new markets. We are very excited to join the SpeedCast family and deliver new service capabilities to our customers. Our customers will benefit from the enhanced customer service network and world class infrastructure.”
Interview with Andrew J. Zammit, Managing Partner at GVZH Advocates:
Please tell me about your involvement in the deal?
GVZH Advocates were engaged as Maltese legal counsel to SpeedCast in relation to the corporate acquisition of Wins Limited (Malta) by SpeedCast International Limited, in what represented a significant investment in a Maltese telecommunications company. The terms and conditions applicable to the parties in respect of the acquisition were principally consolidated into the main Share Purchase Agreement, which necessitated a thorough review of the provisions thereof in light of Maltese law considerations, such as registration formalities and requirements, procedures and statutory filings, as well as employment related matters.
The acquisition process also entailed the drafting and review of new and existing employment agreements, assignment agreements in respect of existing loans pertaining to the target entity, as well as other documentation drawn up for purposes of good corporate governance and to ensure that the requisite formalities in terms of Maltese law were observed. In addition, GVZH Advocates were also requested to carry out a legal due diligence exercise in respect of the target entity to confirm, among other things, that Wins Limited has been legally established and is in good standing in terms of Maltese law.
Why is this a good deal for all involved?
M&As typically form an essential part of a strong corporate growth strategy. Cross-border transactions of this nature play an important role in business expansion and in extending the corporate playing field across multiple jurisdictions. The acquisition of Wins Limited will certainly strengthen SpeedCast’s international network and will reinforce its position in the European market. On the other hand, the target entity is now able to benefit from SpeedCast’s far-reaching resources and extended business network. Moreover, Wins Limited also acquired the capacity of further development in international markets and thus rendering the attainment of higher-level business goals and targets possible.
What challenges arose? How did you navigate them?
Aside from ordinary challenges which recur throughout most M&A transactions, the principal challenge of this transaction would have to be pinned down to the fact that the key parties are situated in different time-zones. The considerable time-difference rendered communication problematic and may have had an impact on the timeliness of deliverables by the parties involved. All parties involved contributed towards minimising any possible resulting delays.