MARKHAM, ONTARIO—(Marketwire – January 2, 2015) – Sangoma Technologies Corporation (TSX VENTURE:STC), a leading provider of hardware and software components that enable or enhance IP Communications Systems for both voice and data, today announced two separate transactions, both of which closed January 1, 2015. Sangoma has acquired all the key assets of Schmooze Com Inc and all the outstanding shares of RockBochs Inc.
Schmooze, based in Wisconsin, is the primary developer of FreePBX® and the manager/sponsor of that open source project, one of the mostly widely used IP-PBXs on the planet with millions of installs around the globe. Schmooze offers chargeable, add-on commercial modules, support services, accompanying hardware to complement FreePBX and an integrated SIP trunking service (under the SIPStation brand name) to this huge base of FreePBX users.
RockBochs, based in Minnesota, offers Fax-over-IP monthly service, including developing its own FoIP customer premise equipment and offers semi-custom telecom appliances that allow customers to install their own communications software on a purpose-built server.
“Over recent years, Sangoma has been focused on introducing new products and services to the market and offering them to a wider cross section of customer segments,” said Bill Wignall, President and CEO of Sangoma. Wignall continued, “These acquisitions are a logical next step on that strategic path, will contribute natural product line extensions with a solid strategic fit, and complement our organic growth in sales of new products. Sangoma has evolved from telephony cards with the addition of gateways, SBCs, a suite of products for the Lync ecosystem, tapping, and several others. So perhaps it’s not surprising that some of our customers have been asking for Sangoma to offer a PBX. For those customers who have asked for a Sangoma-supported PBX, we can now meet that need with an Open Source or Commercial variant of FreePBX. For those who prefer to build or install their own PBX software, we of course remain committed to supporting such partners as we always have, and this includes providing industry-leading telephony cards for integration inside their PBX servers, appliances which allows partners to install their PBX software on our hardware platforms, as well as gateways and SBCs for connections to the PSTN and IP-based networks. Further, we can now offer both SIP trunking service to the community of millions of FreePBX users, and Fax-over-IP services, both of which will be expanded through the use of Sangoma’s network of partners around the world. We’ve been exploring ways to accelerate growth and make better use of our cash, and these transactions do that, and are expected to significantly expand our growing software and services business by adding critical new sources of recurring revenue. I’m very pleased to have the Schmooze and RockBochs teams, products, and customers joining the Sangoma family.”
The Schmooze and RockBochs product lines are expected to become an integral part of the Sangoma portfolio over the coming year. The acquisitions will enable acceleration in the development of FreePBX and SIPStation capabilities and in the Fax-over-IP services from RockBochs. It is also expected to lead to integration of Sangoma technologies inside those offerings, such as incorporating Sangoma’s SBC functionality inside FreePBX and the RockBochs appliances, for example.
Sangoma has been a pioneer in the open source telecom space for many, many years and was a key contributor to helping make Asterisk® a dependable business communications technology. The company understands and appreciates the space and remains fully committed to the open source community. The Schmooze transaction is expected to make it easier for users of FreePBX to obtain the software from Sangoma and its channel partners, and we anticipate them being able to count on the industry-leading reputation of Sangoma’s “because it must work” products to interoperate even more elegantly with FreePBX—perhaps the most widely used Asterisk-based PBX in the world.
“For companies that use FreePBX directly or as part of a solution they develop, Sangoma will seek to accelerate the innovation that they’ve come to value from us as the leaders of the project over the last many years,” said Tony Lewis, co-founder and CEO of Schmooze. He continued, “The FreePBX community should benefit from the project being backed by a larger, mature public company with much broader resources and over 30 years of experience in telecom and a long pedigree in open source. We are excited about the stability and credibility this adds to the project and I expect that FreePBX users will really appreciate it.”
On a combined basis, the acquired businesses will have generated between $4.5 and $5 million in revenue during calendar 2014 and both have been historically profitable. Integrated into Sangoma, we expect these acquisitions to be accretive to earnings immediately.
The Company paid initial aggregate consideration of US$4 million in cash, issued 3,650,000 common shares to Schmooze shareholders for a value of US$1 million and entered into earn-out arrangements for contingent consideration of up to US$1.5 million if certain revenue targets are achieved.
In conjunction with these transactions the Company has established a $2.5 million operating line of credit, secured by a general security interest on assets, to ensure that it continues to have the flexibility to grow.
Management will discuss these acquisitions more fully on its second quarter conference call, to be scheduled at the time results for the quarter ending December 31, 2014 are released to the market.