Whispir receives off-market takeover bid from Soprano Design Technology

Global communications intelligence company Whispir (ASX: WSP) has received a $57.8 million off-market takeover bid from communications platform as a service (CPaaS) provider Soprano Design (Technology) Australia.

The all-cash offer is set at $0.48 per Whispir share and is reported to be Soprano’s “best and final” in the absence of an alternative or competing proposal.

The price represents a 92% premium to the issue price of $0.25 per share in Whispir’s recent $3.25 million private placement; and a 59.5% premium to the 10-day volume weighted average price of Whispir shares at 3 November.

The offer is believed to deliver Whispir investors an “attractive premium” relative to historical trading prices and certainty of value in the form of a cash consideration without the brokerage costs incurred through an on-market sale.

Soprano has appointed Herbert Smith Freehills as its Australian legal adviser for the proposed takeover and Jarden Australia as financial adviser.

Whispir has recommended its shareholders take no action at this time.

The company said it would provide more information once it had evaluated and assessed the terms and conditions of Soprano’s offer.

Omni-channel interactions

Whispir supplies a CPaaS platform across more than 60 countries which enables omni-channel interactions between organisations, their systems and people to solve common challenges in terms of compliance, deliverability and engagement.

Customers range from small businesses to large government departments across a range of industries including banking and finance, insurance, transport and logistics, utilities, telecommunications, emergency services, education, healthcare and government.

The platform’s ‘no code’ nature means users can create and customise communication workflows and interactions without the need for extensive coding knowledge while ensuring stakeholders receive accurate, timely, useful and actionable insights in a manner which is sensitive to individual contexts and preferences.

The Whispir platform includes a range of communication channels such as email, SMS, voice calls, social media and other messaging apps.

The company operates in Australia, New Zealand, Asia and North America.

Whispir had a market capitalisation of approximately $39.29 million prior to the takeover offer.

Purpose-built subsidiary

Soprano Design (Technology) Australia was incorporated in October as a wholly-owned subsidiary of Soprano Design for the purposes of acquiring shares in Whispir.

Headquartered in Sydney, the company services over 4500 enterprise and government clients, of which approximately 70% are located in Asia, North America, South America and Europe.

Soprano offers a full range of communication channels including SMS, over-the-top messaging (such as WhatsApp), rich communication services, voice, chatbot and email.

Its clients benefit from efficient and timely communication with their end customers, driving productivity into business processes.

Soprano Design (Technology) Australia currently owns 15% of Whispir shares.