Fusion, a provider of cloud services, acquired the cloud and business services business of Birch Communications Holdings. The acquisition was completed through a merger of a wholly-owned subsidiary of Fusion with and into Birch. The total enterprise value of this transaction was approximately $600 million, consisting of approximately 50 million shares of Fusion common stock and the refinancing of $444 million of Birch indebtedness.
The acquisition was financed through borrowings under Fusion’s $680 million senior secured credit facilities, which include $640 million in term loans and an undrawn $40 million revolving credit facility. With the revolver, the facilities bear interest at a weighted-average rate of LIBOR plus 7.56%. Excluding the revolver, the facilities bear interest at a weighted-average rate of 7.72%.
Goldman Sachs, Morgan Stanley and MUFG acted as joint lead arrangers on the facilities. Goldman Sachs was administrative agent.
Concurrently, Fusion’s shares of common stock were approved for listing on The Nasdaq Global Market.
Matthew Rosen, Fusion’s chairman and CEO, said, “In bringing two businesses together, we have created a market-leading cloud services company that is positioned for further growth, both organically and through additional strategic acquisitions. We are confident that Fusion can create significant, long-term value for shareholders by extending our proven strategy as the single source for the cloud across our greatly expanded platform and customer base and leveraging our substantially greater scale and resources.”
