4 June 2010
ViaSat Inc. has signed a definitive agreement to acquire privately-held Stonewood Group Limited, a leader in the design, manufacture and delivery of data at rest encryption products and services. Stonewood products are used to encrypt data on computer hard drives so that a lost or stolen laptop does not result in the compromise of classified information or the loss of intellectual property.
Terms of the transaction include an initial purchase price of approximately $20 million payable in cash and stock, subject to adjustments based on certain transaction expenses, outstanding third party debt, and the net asset value of Stonewood as of the date of the closing. ViaSat has the right to substitute additional cash for some or all of the ViaSat common stock to be issued at closing. The acquisition is expected to have no material impact to ViaSat non-GAAP (pro forma) earnings during the next twelve months. However, ViaSat has not completed its valuation analysis and, accordingly, has not determined the impact to GAAP earnings.
The transaction is subject to customary conditions and is expected to be completed within 45 days.
“The strong growth of wireless secure networks enabled by our High Assurance Internet Protocol Encryption (HAIPE) products has led to the need for secure storage at the edges of the network. ViaSat has continued to develop a portfolio of information assurance products to address the cyber security needs of our customers, including government and commercial users,” said Jerry Goodwin, ViaSat vice president. “We believe that Stonewood products and technologies will enhance our security offerings, and we expect Stonewood to constitute a key part of our overall security strategy going forward.”
“Joining forces with ViaSat will enable us to provide a comprehensive portfolio of information assurance products across multiple security environments, and the combination presents a strategic opportunity for expansion into U.S. markets as Stonewood products are certified, cross-marketed, and distributed over broader customer bases. The integration of cryptographic and engineering resources in the combined company is expected to rapidly accelerate the development of new encryption products whilst continuing to push the boundaries of the present security landscape,” said Chris McIntosh, Stonewood CEO.
