Thales UK, a subsidiary of electronics and systems group Thales, has signed an agreement with nCipher to acquire its entire issued share capital for approximately GBP50.7m.
Thales UK’s offer represents a premium of 100% over the closing price of nCipher’s shares at 150p on July 9, 2008. Under the agreement, nCipher shareholders will receive 300p in cash for each nCipher share.
NCipher delivers in the fields of identity management, data protection, enterprise key management and cryptographic hardware. The company reported revenues of £24.2m for the year ended December 31, 2007, up 15% from 2006. Profit before tax was £3.4m against a loss of £4.7m in 2006.
With the acquisition of nCipher, Thales aims to expand in the sector of information and communication systems security. NCipher will complement Thales’ encryption products portfolio by adding a hardware security module product range, a provisioning product for key management and a product to secure stored data.
Alex Dorrian, CEO of Thales UK, said: he acquisition of nCipher will bring together the best practices of both businesses in order to provide our customers with an enlarged security product range and a more complete suite of security services across the data encryption industry. The acquisition underpins our strategy of investing in growing sectors like security.
Robert Jeens, chairman of nCipher, said: NCipher and Thales are two highly synergistic businesses with minimal operational overlap, and we believe that together we will be able to provide both independent and joint customers with a more effective and attractive way to deal with their ongoing security issues.