Iomega Corporation (NYSE: IOM) today announced that it has entered into a definitive share purchase agreement to acquire ExcelStor Great Wall Technology Limited, a Cayman Islands company, and Shenzhen ExcelStor Technology Limited, a PRC company (collectively, with their subsidiaries, "ExcelStor").
Iomega will issue approximately 84 million shares of common stock in Iomega in exchange for all outstanding ExcelStor common shares, representing in the aggregate 60% of the fully diluted capitalization of Iomega, to be measured as of the closing date. The Boards of Directors of both Iomega and ExcelStor have unanimously approved the share purchase agreement.
ExcelStor designs, develops, manufactures and provides advanced digital storage technologies. Their principal product lines include hard disk drives ("HDD"), security storage and external storage. ExcelStor manufactures certain of Iomega's external HDD products and has manufactured Iomega's REV products since 2004. ExcelStor markets its products primarily to OEMs as an electronics manufacturing services provider and also sells its own ExcelStor-branded products through distributors throughout the world. ExcelStor produces more than 20 million HDD-based devices per year. For its fiscal year ended December 31, 2006, ExcelStor had revenue of US$707.1 million (audited in accordance with U.S. GAAP). For the six month period ended June 30, 2007, ExcelStor had revenue of US$371.3 million (U.S. GAAP).
ExcelStor is a subsidiary of Great Wall Technology Company Limited ("GWT"), a publicly traded company on the Hong Kong Stock Exchange (0074.HK), headquartered in Beijing, China, which had 2006 revenue of US$2.6 billion. GWT is engaged in the development and manufacturing of communication products, including computers and related components, portable terminals, software and systems integration, broadband networks and value-added system services. GWT is an indirect subsidiary of China Electronics Corporation ("CEC"), a PRC Government-owned information technology conglomerate which controls more than sixty second level subsidiary companies primarily engaged in the areas of computer and component manufacturing, integrated circuit design and manufacturing, software development and systems integration, telecommunications, consumer electronics design and manufacturing. CEC's affiliates had 2006 revenue of approximately US$16 billion. Upon closing the transaction, GWT and its affiliates will hold approximately 43% of Iomega's common stock, making GWT the largest Iomega shareholder. CEC indirectly owns 62% of GWT.
Upon closing, Jonathan Huberman will continue to serve as CEO, Thomas Kampfer will continue as President and COO, and Preston Romm will continue as CFO. Mr. Eddie Lui, currently CEO of ExcelStor, will become Executive Chairman of Iomega. Ms. L.Y. Chan, currently Senior VP, General Manager of ExcelStor, will become Chief Administrative Officer of Iomega. Mr. Stephen David, currently Chairman of Iomega, will continue on the Board and will become the Lead Independent Director. Dr. Zhaoxiong Chen, President of CEC, and Mr. Lu Ming, President of GWT, will join the Board. For at least two years after closing, it is expected that the Board will be comprised of five directors nominated by ExcelStor or its owners and four directors nominated by Iomega. Worldwide corporate headquarters will remain in San Diego, California.
"We expect the transaction to be accretive to our bottom line, and the combined company is expected to have more than $1 billion in annual revenue for 2007 and approximately 3,000 employees worldwide. We are excited about our potential to combine the vast computer and consumer electronics product development and manufacturing capabilities of ExcelStor with our global brand and sales channels, our 27 years of experience building a successful company in the Americas and Europe, and also the opportunity for the combined company to partner with GWT and CEC's other China-based affiliates to address worldwide markets," said Huberman. "We expect to be an integral part of the CEC family and therefore accelerate our growth in our core Americas and European markets and obtain significantly greater access to the China market. Our ultimate goal is to build a thriving global leader in computer peripherals and other consumer electronics products," added Huberman.
Lui, current CEO of ExcelStor, said "I am looking forward to working with Iomega and see great potential in combining and leveraging the complementary skills and products of ExcelStor with Iomega's strong brand and sales channels. With solid execution by our collective excellent management and employees, I am optimistic that we can achieve our joint vision of the new Iomega as a leading innovator of technology products which greatly expand the brand equity and global reach of the Iomega name."
The transaction is subject to various closing conditions, including approval by PRC Government and other applicable regulatory authorities (including Exon-Florio), expiration of waiting periods under the HSR Act and any applicable non-US antitrust laws, approval of the acquisition by Iomega and GWT stockholders, and other customary closing conditions. The transaction is expected to close in approximately six months, or mid-2008. Until the transaction is completed, both companies will continue to operate their businesses independently. Following the acquisition, it is intended that ExcelStor will operate as a wholly-owned subsidiary of Iomega.
Thomas Weisel Partners LLC is acting as financial advisor to Iomega and has delivered a fairness opinion to the Board of Directors of Iomega as to the fairness, from a financial point of view, of the consideration to be paid by Iomega in the share purchase transaction.
Conference Call Information
Iomega will host a conference call with simultaneous audio webcast beginning at 8:30 a.m. Eastern Time today to discuss the transaction. The webcast may be accessed at www.iomega.com and will be available for replay through the close of business on December 26, 2007. In addition, Iomega will file today with the SEC on Schedule 14A a presentation further explaining the transaction and the parties involved. A copy of this presentation may be obtained free of charge at Iomega's website or at the SEC's website www.sec.gov.
Iomega will issue approximately 84 million shares of common stock in Iomega in exchange for all outstanding ExcelStor common shares, representing in the aggregate 60% of the fully diluted capitalization of Iomega, to be measured as of the closing date. The Boards of Directors of both Iomega and ExcelStor have unanimously approved the share purchase agreement.
ExcelStor designs, develops, manufactures and provides advanced digital storage technologies. Their principal product lines include hard disk drives ("HDD"), security storage and external storage. ExcelStor manufactures certain of Iomega's external HDD products and has manufactured Iomega's REV products since 2004. ExcelStor markets its products primarily to OEMs as an electronics manufacturing services provider and also sells its own ExcelStor-branded products through distributors throughout the world. ExcelStor produces more than 20 million HDD-based devices per year. For its fiscal year ended December 31, 2006, ExcelStor had revenue of US$707.1 million (audited in accordance with U.S. GAAP). For the six month period ended June 30, 2007, ExcelStor had revenue of US$371.3 million (U.S. GAAP).
ExcelStor is a subsidiary of Great Wall Technology Company Limited ("GWT"), a publicly traded company on the Hong Kong Stock Exchange (0074.HK), headquartered in Beijing, China, which had 2006 revenue of US$2.6 billion. GWT is engaged in the development and manufacturing of communication products, including computers and related components, portable terminals, software and systems integration, broadband networks and value-added system services. GWT is an indirect subsidiary of China Electronics Corporation ("CEC"), a PRC Government-owned information technology conglomerate which controls more than sixty second level subsidiary companies primarily engaged in the areas of computer and component manufacturing, integrated circuit design and manufacturing, software development and systems integration, telecommunications, consumer electronics design and manufacturing. CEC's affiliates had 2006 revenue of approximately US$16 billion. Upon closing the transaction, GWT and its affiliates will hold approximately 43% of Iomega's common stock, making GWT the largest Iomega shareholder. CEC indirectly owns 62% of GWT.
Upon closing, Jonathan Huberman will continue to serve as CEO, Thomas Kampfer will continue as President and COO, and Preston Romm will continue as CFO. Mr. Eddie Lui, currently CEO of ExcelStor, will become Executive Chairman of Iomega. Ms. L.Y. Chan, currently Senior VP, General Manager of ExcelStor, will become Chief Administrative Officer of Iomega. Mr. Stephen David, currently Chairman of Iomega, will continue on the Board and will become the Lead Independent Director. Dr. Zhaoxiong Chen, President of CEC, and Mr. Lu Ming, President of GWT, will join the Board. For at least two years after closing, it is expected that the Board will be comprised of five directors nominated by ExcelStor or its owners and four directors nominated by Iomega. Worldwide corporate headquarters will remain in San Diego, California.
"We expect the transaction to be accretive to our bottom line, and the combined company is expected to have more than $1 billion in annual revenue for 2007 and approximately 3,000 employees worldwide. We are excited about our potential to combine the vast computer and consumer electronics product development and manufacturing capabilities of ExcelStor with our global brand and sales channels, our 27 years of experience building a successful company in the Americas and Europe, and also the opportunity for the combined company to partner with GWT and CEC's other China-based affiliates to address worldwide markets," said Huberman. "We expect to be an integral part of the CEC family and therefore accelerate our growth in our core Americas and European markets and obtain significantly greater access to the China market. Our ultimate goal is to build a thriving global leader in computer peripherals and other consumer electronics products," added Huberman.
Lui, current CEO of ExcelStor, said "I am looking forward to working with Iomega and see great potential in combining and leveraging the complementary skills and products of ExcelStor with Iomega's strong brand and sales channels. With solid execution by our collective excellent management and employees, I am optimistic that we can achieve our joint vision of the new Iomega as a leading innovator of technology products which greatly expand the brand equity and global reach of the Iomega name."
The transaction is subject to various closing conditions, including approval by PRC Government and other applicable regulatory authorities (including Exon-Florio), expiration of waiting periods under the HSR Act and any applicable non-US antitrust laws, approval of the acquisition by Iomega and GWT stockholders, and other customary closing conditions. The transaction is expected to close in approximately six months, or mid-2008. Until the transaction is completed, both companies will continue to operate their businesses independently. Following the acquisition, it is intended that ExcelStor will operate as a wholly-owned subsidiary of Iomega.
Thomas Weisel Partners LLC is acting as financial advisor to Iomega and has delivered a fairness opinion to the Board of Directors of Iomega as to the fairness, from a financial point of view, of the consideration to be paid by Iomega in the share purchase transaction.
Conference Call Information
Iomega will host a conference call with simultaneous audio webcast beginning at 8:30 a.m. Eastern Time today to discuss the transaction. The webcast may be accessed at www.iomega.com and will be available for replay through the close of business on December 26, 2007. In addition, Iomega will file today with the SEC on Schedule 14A a presentation further explaining the transaction and the parties involved. A copy of this presentation may be obtained free of charge at Iomega's website or at the SEC's website www.sec.gov.
