Thales proposes to acquire Tesserent in a recommended transaction, expanding its global cybersecurity leadership
12 Junho 2023 - 9:08PM
Business Wire
- Tesserent is one of Australia and New Zealand's largest
cybersecurity companies, with a calendar year 2022 turnover of
A$185 million (circa €110 million) and ~500 employees across nine
offices. As a leading cyber consulting company for Government and
Defence, it provides a full suite of cybersecurity solutions and
services to medium and enterprise-level organisations.
- This acquisition would enable Thales to accelerate its
cybersecurity development roadmap and expand its footprint in
Australia and New Zealand. With already €1.5bn (circa A$2.5bn) in
cybersecurity sales in 2022, Thales is a global leader in this
field.
- The combination of Tesserent and Thales would provide advanced
services to address Cybersecurity needs in Australia and New
Zealand, including in the Government and Defence sectors. Powered
by the proximity with customers, this combination would address the
most sophisticated needs with enhanced service capabilities and
high-performance solutions.
- Unanimously recommended by Tesserent's Board of Directors, this
acquisition is subject to Tesserent’s shareholders’ approval and
certain other customary conditions.
Tesserent Limited (ASX: TNT) and Thales (Euronext Paris: HO)
are pleased to announce that they have entered into a binding
Scheme Implementation Deed (SID) under which it is proposed that
Thales will acquire 100% of the shares in Tesserent by way of a
Scheme of Arrangement for A$0.13 per ordinary share in cash valuing
Tesserent’s equity at A$176m (circa €107 million)1.
The combination of Thales and Tesserent will create an
experienced provider of much needed cybersecurity services in
Australia and New Zealand at a time when the market is expecting
double-digit growth through to 2026.
The Tesserent business will continue to be known as Tesserent,
and its visual identity will incorporate the “Cyber Solutions by
Thales” tagline. It will become the lead Cybersecurity offering of
Thales Australia and New Zealand. It will accelerate the growth of
cyber solutions operations for Thales customers in Australia and
New Zealand, supported by the scale, balance sheet and know-how of
the global Thales business.
As a global leader in cybersecurity, Thales is involved at every
level of the cyber value chain, offering solutions ranging from
risk assessment to protection of critical infrastructure, supported
by comprehensive threat detection and response capabilities. Its
offer is built around three families of cybersecurity products
and services, which generated sales of €1.5bn in 2022:
- Global security products around the
CipherTrust Data Security Platform the SafeNet Trusted Access Identity & Access
Management as a service solution, and the broader cloud
protection & licensing offerings
- Sovereign protection
products including encryptors and sensors to protect
critical information systems
- Cybels solutions portfolio, a complete suite of cybersecurity services including risk
assessment, training and simulation, and cyberattack detection and
response
Kurt Hansen, CEO of Tesserent, said: “I am thrilled that,
through the proposed transaction, Tesserent teams would be joining
Thales, a global leader in cybersecurity. Together we will address
the growing Cyber needs in our country, including those of the
Australian Government and Defence sectors. I am convinced this
transaction would represent a great opportunity to further grow
Tesserent’s business and its people.”
Jeff Connolly, CEO of Thales Australia, said: “With the
acquisition of Tesserent and its highly skilled team of cyber
experts, and combined with our own system engineering experts,
Thales Australia will establish an Australian/New Zealand leader in
Cyber Defence able to best protect the country and its national
infrastructure from cyber threats.
The Tesserent team will have access to global expertise and a
strong balance sheet to provide local Australian and New Zealand
businesses both a sophisticated and wide cybersecurity offering in
a fragmented market.
After the acquisition of S21sec, Excellium and OneWelcome in
Europe in 2022, we continue to accelerate our global cybersecurity
strategy and consolidate our leadership in cybersecurity, both for
critical infrastructure as well as multinational companies.”
Recommended by all members of the Tesserent Board2, the
implementation of the Scheme is subject to Tesserent shareholders’
and court approval. In addition, the transaction is subject to
regulatory approvals and other customary closing conditions. It is
expected to be completed during the second half of 2023.
More details on the proposed transaction, including key terms of
the Scheme Implementation Deed and indicative timetable, can be
found here:
https://investors.tesserent.com/site/investor-information/investor-welcome
About Thales
Thales (Euronext Paris: HO) is a global
leader in advanced technologies within three domains: Defense &
Security, Aeronautics & Space, and Digital Identity &
Security. It develops products and solutions that help make the
world safer, greener and more inclusive.
The Group invests close to €4 billion a
year in Research & Development, particularly in key areas such
as quantum technologies, Edge computing, 6G and cybersecurity.
Thales has 77,0003 employees in 68 countries. In 2022, the Group
generated sales of €17.6 billion.
Thales in Cybersecurity
With more than €1.5bn in sales generated
in 2022 through an extensive cyber portfolio, Thales counts over
4,000 cybersecurity experts in over 20 countries, including 9
Security Operation Centers globally. It serves cybersecurity
customers in more than 50 countries.
Thales in Australia
Thales has a long-standing corporate
presence in Australia with 3,800 employees working across 35 sites
for a range of government departments and corporate clients.
Thales Australia has a history of patient
investment to build advanced in-country capability across
manufacturing, critical systems and services. Close collaborative
relationships with local customers, Australian SME suppliers and
research institutions combined with technology transfer from our
global business enables Thales to tailor high quality solutions for
Australian and export markets, generating revenue of $1.6 billion
in exports over the past 10 years.
1Implied equity value based on the consideration of A$0.13 per
Tesserent share multiplied by current shares on issue of
1,354,182,116 shares.
2 Each member of the Tesserent Board recommends that Tesserent
shareholders vote in favour of the Scheme at the Scheme meeting in
the absence of a Superior Proposal and subject to the Independent
Expert concluding (and continuing to conclude) that the Scheme is
in the best interests of Tesserent shareholders.
3 Excluding Transport business, which is being divested
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version on businesswire.com: https://www.businesswire.com/news/home/20230612474898/en/
Thales, Media Relations Cédric Leurquin +33 (0)1 57 77 90
93 cedric.leurquin@thalesgroup.com Thales, Media Relations
Marion Bonnet +33 (0)6 60 38 48 92 Marion.bonnet@thalesgroup.com
Thales, Australia Jasmin Hilleard +61 420 903 636
jasmin.hilleard@thalesgroup.com.au Thales, Australian Media
Adviser Jim Kelly, Domestique Consulting + 61 412 549 083
jim@domestiqueconsulting.com.au Thales, Analysts/Investors
Bertrand Delcaire +33 1 57 77 89 02 ir@thalesgroup.com
Tesserent, General Counsel/Company Secretary Paul Taylor +61
408 860 322 paul.taylor@tesserent.com
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