Business
Sangoma Completes Acquisition of Star2Star
(TheNewswire) MARKHAM, ONTARIO – TheNewswire -...
About this update from Sangoma Technologies Corporation
[{"type":"text","content":"Sangoma Completes Acquisition of Star2Star\n \n \n (TheNewswire)\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n MARKHAM,\n \n \n ONTARIO –\n \n \n TheNewswire -\n \n \n March 31,\n \n \n 2021\n \n \n – Sangoma\nTechnologies Corporation (“\n \n \n Sangoma\n \n \n ”) (TSXV:STC), a trusted leader in\ndelivering cloud-based Communications-as-a-Service (“\n \n \n CaaS\n \n \n ”) solutions,\ntoday is\n \n pleased to announce that it has completed its\npreviously announced acquisition (the “\n \n Acquisition\n \n ”) of all of the shares\nof\n \n StarBlue Inc. (the parent company of Star2Star\nCommunications, LLC, herein “\n \n \n Star2Star\n \n \n ”) from Star2Star Holdings, LLC\n(herein “\n \n \n Holdings\n \n \n ”) and Blue Face Holdings Limited\n(collectively, the “\n \n \n Sellers\n \n \n ”).\n \n As consideration for the\nAcquisition, Sangoma will issue an aggregate of 110,000,000 common\nshares in the capital of Sangoma (the “\n \n Sangoma\n \n \n Shares\n \n ”) at a deemed price of\nCAD$4.17 per share based on yesterday’s closing price of Sangoma\nShares, representing an aggregate price of CAD$458,700,000 (“\n \n Share Consideration\n \n ”), and paid\ncash consideration of CAD$128,971,168 (US$102,106,855, reduced from\nUS$105,000,000 as a result of initial closing adjustments). 22,000,000\nof the Share Consideration (less 869,202 Sangoma Shares representing a\nholdback for indemnification purposes) were issued on closing of the\nAcquisition (“\n \n Closing\n \n ”),\nwith the remaining Sangoma Shares to be issued and distributed in\nquarterly installments commencing on April 1, 2022.\n \n \n Pursuant to a direction received by Sangoma from the Sellers and an\noptionholder of StarBlue Inc. entitled to receive the Sangoma Shares\nissuable on Closing, 480,000 of the Sangoma Shares that were issuable\nto such parties on Closing out of the 22,000,000 common shares in the\ncapital of Sangoma were instead issued to Q Advisors LLC, a financial\nadvisor engaged by StarBlue Inc. as partial consideration of the fee\npayable in connection with the Acquisition.\n \n \n In connection with the Acquisition, Sangoma has also added Norman\nWorthington, the Chief Executive Officer and Exec...