WANdisco Plc (WAND) - Acquisition of AltoStor
RNS Number : 3890R
19 November 2012
19 November 2012
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
("WANdisco" or the "Company")
Acquisition of AltoStor
- WANdisco completes acquisition of pioneering Big Data company -
- Acquisition will accelerate WANdisco's product development efforts in the
fast-growing Big Data market -
- AltoStor brings two founding developers of Apache Hadoop technology to the
WANdisco team -
Sheffield, UK & Palo Alto, CA - WANdisco (LSE: WAND), a leading provider of
global collaboration software to the software development industry, is pleased
to announce it has completed the acquisition of Silicon Valley based software
company, AltoStor. WANdisco believes this acquisition will enhance and
accelerate its ability to develop new products for the Big Data market, which
the Directors believe represents a significant, long-term growth opportunity
for the Company.
Acquisition Key Points
The Directors believe that AltoStor will:
· Fit well with WANdisco's stated strategy to develop new products
targeting the fast-growing Big Data market
· Accelerate WANdisco's Big Data efforts by adding highly relevant IP and
skills to WANdisco's current IP base
· Deliver unparalleled Big Data expertise to WANdisco in the shape of
AltoStor's founders who were two of the founding developers of Apache Hadoop
· Enable WANdisco to launch ahead of plan its first Enterprise ready Big
Data product to market in H1 2013
WANdisco, AltoStor and Big Data
AltoStor is a small, pioneering firm with a deep expertise in the Big Data
market. Its founders, Dr. Konstantin Shvachko and Jagane Sundar are among the
core Apache Hadoop (Hadoop) creators, developers and on-going contributors.
Hadoop is a proven open source Big Data technology which is the backbone of
many of the world's largest and most important databases utilised by companies
such as Yahoo, Facebook, Netflix, Amazon and eBay. According to the analyst
firm Wikibon, the market for solutions able to solve Big Data issues is
forecast to grow 58% between 2012 and 2017 and from $5 billion to over $50
billion in the same timeframe.
WANdisco believes there is a significant growth opportunity for the Company in
the Big Data market by applying WANdisco's patented 'active-active
replication' technology that is currently being deployed to enable faster,
more efficient software development. Applying this technology to the Big Data
market it will be possible to minimise data loss and deliver zero downtime to
enterprises operating large, mission-critical databases.
Today's acquisition of AltoStor will accelerate WANdisco's pursuit of this
opportunity in a number of ways.
First, WANdisco will be able to capitalise on the advanced product development
efforts already being undertaken by AltoStor by speeding up the launch of its
own Big Data products. The Director's believe that the combination of this
work with WANdisco's own development will enable the Company to launch its
first Enterprise Big Data product in H1 2013, ahead of the Company's original
The Directors also believe that WANdisco's targeting of the Big Data market
will be enhanced by the addition of AltoStor's founders to the Company's
employee base. Dr. Shvachko and Mr. Sundar have unparalleled expertise in
Big Data, and specifically Hadoop, which they helped create as part of a
twelve-strong team at Yahoo. More recently, Dr. Shvachko implemented Hadoop at
eBay where he was the Principal Big Data Architect. Both Dr. Shvachko and Mr
Sundar will join WANdisco as part of the acquisition and play a leading role
in the Company's Big Data product roll-out. Mr. Sundar will join as Chief
Technology Officer & Vice President of Engineering for Big Data and Mr.
Shvachko as the Chief Architect of Big Data.
Under the terms of the acquisition, WANdisco has purchased 100 per cent of the
equity of AltoStor for a total consideration of $5.1 million, of which $3.6
million will be satisfied via the issue of 525,911 new WANdisco ordinary
shares (equating to 2.47 per cent of the enlarged issued share capital). Of
the 525,911 consideration shares, 37,565 shares will be issued on completion
without restrictions on their sale with the balance of 488,346 shares subject
to clawback over a three year period under which shares are clawed back if a
founder ceases to provide continual service to WANdisco for three years. The
number of shares clawed back depends on when continual service ceases. All
shares fully vest after this three year period. There are provisions in the
agreement to ensure an orderly market is maintained in the event that the
founders wish to dispose of their shares as and when they become entitled to
do so. In addition to the above the founders will also receive $1.5m in cash,
payable on completion as a signing bonus.
The new Ordinary Shares will rank equally with the existing Ordinary Shares in
the Company. Application has been made to the London Stock Exchange plc for
these Ordinary Shares to be admitted to trading on AIM, which is anticipated
to commence on 22 November 2012.
In conformity with Disclosure and Transparency Rule 5.6.1, the Company
notifies the market of the following:
As at 19 November 2012, the Company's issued share capital consists of
21,329,071 ordinary shares of 10p each, each with voting rights attached (one
per ordinary share) ("Ordinary Shares"). The Company does not hold any
Ordinary Shares in treasury.
Therefore, the total number of Ordinary Shares in the Company with voting
rights is 21,329,071.
The above figure of 21,329,071 Ordinary Shares may be used by shareholders in
the Company as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or changes to
their interest in, the share capital of the Company under the FSA's Disclosure
and Transparency Rules.
Commenting on the acquisition, David Richards, WANdisco Chairman and Chief
Executive Officer, said:
"The AltoStor acquisition will enable WANdisco to launch products quickly into
the highly lucrative Big Data market. Combining our technology with the
founders of the Hadoop project is a significant coup and an important aspect
of this deal is that the founders of AltoStor believe in the WANdisco story -
that's why they are committing to this direction for the long term."
Commenting on the acquisition, Jagane Sundar and Dr. Konstantin Shvachko,
co-founders of AltoStor, said:
"Prior to this acquisition we had a number of options including venture
capital and acquisition approaches from several large Silicon Valley software
companies wishing to enhance their Big Data products. When we first spoke
with WANdisco we recognized immediately that WANdisco's patented replication
technology, combined with AltoStor's products and knowledge could create a
compelling product offering that virtually every enterprise looking to deploy
Hadoop could utilize."
For further information please contact:
David Richards, Chairman and Chief Executive Officer via FTI Consulting
Nick Parker, Chief Financial Officer
FTI Consulting: +44 (0)20 7831 3113
Matt Dixon / Sophie McMillan / Jon Snowball
Panmure Gordon & Co. +44 (0)20 7459 3600
Fred Walsh / Giles Stewart (Corporate Finance)
Adam Pollock, Charles Leigh-Pemberton (Corporate Broking)
WANdisco (LSE: WAND) is a leading provider of enterprise high availability
software. Fortune Global 1000 companies such as AT&T, Intel, Honda, Nokia,
Juniper Networks and Motorola rely on WANdisco's high availability solutions
for enterprise-class performance, scalability and 24-by-7 availability. A
recent Forrester Total Economic Impact (TEI) study of WANdisco's technology
revealed a 167 per cent return on investment resulting in a nine-month payback
period, please visit us at: http://www.wandisco.com.
Subversion and the Subversion logo are trademarks of the Apache Software
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This announcement is for information purposes only and is not intended to and
does not constitute, or form part of, any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any securities
of the Company in any jurisdiction in which such an offer or solicitation is
unlawful and should not be relied upon in connection with any decision to
subscribe for or acquire any such securities. In particular, this announcement
does not constitute or form part of any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any securities
in the United States.
Any securities issued in connection with the acquisition of AltoStor have not
been and will not be registered under the US Securities Act of 1933, as
amended (the "Securities Act") and may not be offered, sold, taken up or
renounced in the United States absent registration under the Securities Act or
an applicable exemption from such registration. There will be no public
offering of securities in the United States.
This announcement has been issued by, and is the sole responsibility of, the
Company. No person has been authorised to give any information or to make any
representations other than those contained in this announcement and, if given,
or made, such information or representations must not be relied on as having
been authorised by the Company or Panmure Gordon & Co.
Panmure Gordon & Co, which is authorised and regulated in the United Kingdom
by the Financial Services Authority is acting as Nominated Adviser to the
Company for the purposes of the AIM Rules for Companies and is not acting for,
and will not be responsible to, any person other than the Company for
providing the protections afforded to customers of Panmure Gordon & Co or for
advising any other person on any transaction or arrangement referred to in
This information is provided by RNS
The company news service from the London Stock Exchange
ACQVQLFFLFFFFBV -0- Nov/19/2012 07:00 GMT
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