GTT Communications, a global cloud networking provider to multinational clients, agreed to acquire Hibernia Networks, a provider of global, high-speed network connectivity solutions and owner of terrestrial and subsea fiber assets including Hibernia Express, the lowest latency transatlantic cable system.
Under the terms of the agreement, the purchase price is $590 million, subject to customary adjustments for working capital and other items, composed of $515 million in cash, plus approximately 3.3 million shares of GTT common stock, to be issued to the sellers at closing, valued at $75 million.
The cash portion of the purchase price will be funded with proceeds from additional debt issuance, consisting of secured term loans as well as senior unsecured notes. The debt syndication process will be led by KeyBank and Credit Suisse, which provided committed financing for the transaction.
At closing, the ratio of total net debt to adjusted EBITDA is expected to be approximately 4.5:1, using annualized pro forma combined Q3/16 adjusted EBITDA plus expected cost synergies. Within one year after closing, the ratio of total net debt to adjusted EBITDA is expected to be at or below 4.0:1, reflecting continued adjusted EBITDA growth and cash generation.
“This acquisition accelerates GTT’s growth strategy by expanding our portfolio of cloud networking services, significantly increasing the scope and power of our global network and growing our multinational client base,” said Rick Calder, GTT president and CEO. “Hibernia Networks has a demonstrated track record of growth, and brings unique, strategic network assets featuring high-bandwidth, low latency connectivity. We are very excited to welcome Hibernia Networks’ clients and talented team members to GTT.”