Robert J. Laikin: Brightpoint  Buys Dangaard Telecom For $308M

Feb. 21, 2007

Mobile phone distributor Brightpoint said that it has entered into a definitive Stock Purchase Agreement to acquire all of the outstanding shares of Dangaard Telecom.

The price tag for Dangaard Telecom is $308 million, and the combined companies will create a distribution giant with combined revenue of $4.6 billion in 2006 and operating income of more than $106 million.

"This transaction will join together two of the most prominent players in the wireless handset distribution and logistics industry to create the true global leader," stated Robert J. Laikin, Chief Executive Officer and Chairman of the Board of Brightpoint. "I firmly believe our two companies complement each other perfectly in terms of geography, service offerings and shared commitment to operational excellence. Our vendors, customers, employees and shareholders will all benefit from the global platform created by this transaction."

"Our combined resources will allow us to leverage the capabilities and best practices from both companies in order to offer advanced wireless services to our customers and business partners in the many attractive markets around the world in which we operate," stated Michael Koehn Milland, Chief Operating Officer of Dangaard Telecom.

"We believe that the combined group will have the best in class platform to deliver the most innovative, efficient and effective solutions to global wireless handset manufacturers, network operators and retailers. The proposed transaction is extremely compelling and we believe that the combined company will enjoy substantial synergies and unique growth prospects," stated Christian Dyvig, Partner, Nordic Capital.

The Boards of Directors of Brightpoint and Dangaard Holding have unanimously approved the proposed transaction. The proposed transaction is subject to customary closing conditions including, without limitation, certain regulatory approvals and the approval by Brightpoint's shareholders. Under the terms of the proposed transaction, Brightpoint will issue 30 million newly issued shares of its common stock and $100,000 to Dangaard Holding ("the Shareholder"), an affiliate of Nordic Capital Fund VI, in exchange for all of the outstanding shares of Dangaard Telecom. The Shareholder will have the right to nominate up to 3 members to serve on the Brightpoint, Board of Directors (subject to approval by the Board's Corporate Governance and Nominating Committee). The number of directors the Shareholder can nominate will decline if their ownership percentage in Brightpoint falls below certain agreed upon thresholds. The Brightpoint. Board of Directors will continue to have 9 total Board Members.