TeleSign, the leading provider of Digital Identity and
Communications solutions, today released preliminary financial
results for the year and fourth quarter ended December 31, 2021.
“Our strong full-year and fourth quarter performance represents
another important step in TeleSign’s journey to become the global
leader in Digital Identity,” said Joe Burton, TeleSign’s Chief
Executive Officer. “The combination of strong demand in our Digital
Identity segment coupled with pricing discipline in Communications
enabled us to exceed our full-year Gross Profit target. We are
particularly pleased with the Digital Identity segment’s
performance in the fourth quarter, which increased its revenue by
over 45 percent year-over-year. These results are further
validation of TeleSign’s unique solution and ensure the company is
well positioned to achieve our previously disclosed 2022
targets.”
TeleSign and North Atlantic Acquisition Corporation (NASDAQ:
NAAC), a publicly traded special purpose acquisition company,
previously announced the signing of an agreement and plan of
business combination expected to close in mid-2022.
“We are delighted with TeleSign’s performance in the fourth
quarter, which reflects the sizable opportunity ahead,” said Gary
Quin, NAAC’s Chief Executive Officer. “The company continues to
drive impressive growth in the Digital Identity and Communications
space, which we expect to generate significant shareholder
value.”
2021 Full-Year and Fourth Quarter
Financial Highlights
- Full-year 2021 consolidated revenue increased 23.0 percent
year-over-year. Full-year 2021 Gross Profit increased 3.2 percent
year-over-year and 7.6 percent on a constant currency basis.
- Fourth quarter 2021 consolidated revenue increased 10.4 percent
year-over-year. Fourth quarter 2021 Gross Profit increased 12.1
percent year-over-year and 1.8 percent on a constant currency
basis.
- Full-year 2021 and fourth quarter 2021 Digital Identity revenue
increased 27.4 percent and 45.7 percent year-over-year,
respectively, due to strong demand for high-margin value-added
services from existing and new customers.
- Full-year 2021 and fourth quarter 2021 Communications revenue
increased 22.6 percent and 7.5 percent year-over-year,
respectively. The segment’s fourth quarter revenue growth was
slower than the full-year, as we focused less on certain
international business activities that were not meeting our
profitability targets. Based on our sales pipeline and anticipated
growth within our existing customer base, we remain confident about
our overall revenue growth targets.
US$ in millions |
|
4Q20 |
4Q21 |
Year-over-yearpercentchange |
|
FY20 |
FY21 |
Year-over-yearpercentchange |
Communications Revenue |
|
$83.0 |
$89.3 |
7.5 |
% |
|
$287.5 |
$352.5 |
22.6 |
% |
Digital Identity Revenue |
|
$6.7 |
$9.7 |
45.7 |
% |
|
$26.3 |
$33.5 |
27.4 |
% |
Total Revenue |
|
$89.7 |
$99.0 |
10.4 |
% |
|
$313.7 |
$386.0 |
23.0 |
% |
|
|
|
|
|
|
|
|
|
Total Gross Profit |
|
$21.7 |
$24.3 |
12.1 |
% |
|
$83.9 |
$86.5 |
3.2 |
% |
The proposed business combination between TeleSign and NAAC
implies an enterprise value of approximately $1.3 billion and has
been unanimously approved by the boards of directors of both NAAC
and TeleSign. It is expected to close in mid-2022, subject to
customary closing conditions, including the receipt of regulatory
approvals and approval by NAAC’s stockholders. Upon closing of the
proposed business combination, the name of North Atlantic
Acquisition Corporation will be changed to TeleSign, Inc.
Cautionary Statement Regarding Preliminary
ResultsThe Company’s results for the fiscal quarter and
year ended December 31, 2021 are preliminary, unaudited and subject
to the finalization and closing of the Company’s fourth quarter and
full-year review and should not be viewed as a substitute for full
quarter financial statements prepared in accordance with GAAP. In
addition, these preliminary results are not a comprehensive
statement of the Company’s financial results for the quarter and
year ended December 31, 2021. The Company cautions you that these
preliminary results are not guarantees of future performance or
outcomes, and that actual results may differ materially from these
described above.
Additional Information about the Business Combination
and Where to Find ItIn connection with the business
combination, an affiliate of NAAC ("NewCo") has filed a
registration statement on Form S-4 (the "Form S-4") with the
Securities and Exchange Commission (the "SEC"). The Form S-4
includes a proxy statement of NAAC and a prospectus of TeleSign,
referred to as a proxy statement/prospectus. The proxy
statement/prospectus will be sent to all NAAC shareholders.
Additionally, NewCo and NAAC will file other relevant materials
with the SEC in connection with the proposed business combination.
Copies of the Form S-4, the proxy statement/prospectus and all
other relevant materials filed or that will be filed with the SEC
may be obtained free of charge at the SEC's website
at www.sec.gov. Before making any voting or investment
decision, investors and security holders of NAAC are urged to read
the Form S-4, the proxy statement/prospectus and all other relevant
materials filed or that will be filed with the SEC in connection
with the proposed business combination because they will contain
important information about the proposed business combination and
the parties to the proposed business combination.
Participants in SolicitationProximus, BICS,
NAAC and TeleSign and their respective directors and executive
officers, under SEC rules, may be deemed to be participants in the
solicitation of proxies of NAAC's stockholders in connection with
the proposed business combination. Investors and security holders
may obtain more detailed information regarding the names and
interests in the proposed business combination of NAAC's directors
and officers in NAAC's filings with the SEC, including NAAC's
annual report on Form 10-K for the fiscal year ended December 31,
2020 (the "Form 10-K") and NAAC's initial public offering
prospectus, which was filed with the SEC on January 21, 2021, and
NAAC's subsequent quarterly reports on Form 10-Q. To the extent
that holdings of NAAC's securities by NAAC's insiders have changed
from the amounts reported therein, any such changes have been or
will be reflected on Statements of Change in Ownership on Form 4
filed with the SEC. Information regarding the persons who may,
under SEC rules, be deemed participants in the solicitation of
proxies to NAAC's shareholders in connection with the business
combination will be included in the proxy statement/prospectus
relating to the proposed business combination when it becomes
available. You may obtain free copies of these documents as
described in the preceding paragraph.
No Offer or SolicitationThis communication
shall not constitute a proxy statement or solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed business combination. This communication
shall also not constitute an offer to sell or a solicitation of an
offer to buy any securities of NAAC or TeleSign, nor shall there be
any sale of securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction. No offering of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
Forward-Looking StatementsThis communication
includes "forward-looking statements" within the meaning of the
"safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995 with respect to the proposed business
combination between NAAC and TeleSign. Words such as "expect,"
"estimate," "project," "budget," "forecast," "anticipate,"
"intend," "plan," "may," "will," "could," "should," "believe,"
"predict," "potential," "continue," "strategy," "future,"
"opportunity," "would," "seem," "seek," "outlook" and similar
expressions are intended to identify such forward-looking
statements. Forward-looking statements are predictions, projections
and other statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties that could cause the actual results to differ
materially from the expected results. These statements are based on
various assumptions, whether or not identified in this
communication. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as, and
must not be relied on by an investor as, a guarantee, an assurance,
a prediction or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. These forward-looking
statements include, without limitation, TeleSign's and NAAC's
expectations with respect to anticipated financial impacts of the
proposed business combination, the satisfaction of closing
conditions to the proposed business combination, and the timing of
the completion of the proposed business combination. You should
carefully consider the risks and uncertainties described in the
"Risk Factors" section of NAAC's Form 10-K and initial public
offering prospectus, and its subsequent quarterly reports on Form
10-Q. In addition, there will be risks and uncertainties described
in the Form S-4 and other documents filed by NAAC or NewCo from
time to time with the SEC. These filings would identify and address
other important risks
and uncertainties that could cause actual events and results to
differ materially from those contained in the forward-looking
statements. Many of these factors are outside TeleSign's and NAAC's
control and are difficult to predict. Many factors could cause
actual future events to differ from the forward-looking statements
in this communication, including but not limited to: (1) the
outcome of any legal proceedings that may be instituted against
NAAC or TeleSign following the announcement of the proposed
business combination; (2) the inability to complete the proposed
business combination, including due to the inability to
concurrently close the business combination and related
transactions, including the private placement of common stock or
due to failure to obtain approval of the shareholders of NAAC; (3)
the risk that the proposed business combination may not be
completed by NAAC's business combination deadline and the potential
failure to obtain an extension of the business combination deadline
if sought by NAAC; (4) the failure to satisfy the conditions to the
consummation of the proposed business combination, including the
approval by the shareholders of NAAC, the satisfaction of the
minimum cash requirement following any redemptions by NAAC's public
shareholders and the receipt of certain governmental and regulatory
approvals; (5) delays in obtaining, adverse conditions contained
in, or the inability to obtain necessary regulatory approvals or
complete regulatory reviews required to complete the proposed
business combination; (6) the occurrence of any event, change or
other circumstance that could give rise to the termination of the
business combination agreement; (7) volatility in the price of
NAAC's or TeleSign's securities; (8) the risk that the proposed
business combination disrupts current plans and operations as a
result of the announcement and consummation of the business
combination; (9) the inability to recognize the anticipated
benefits of the proposed business combination, which may be
affected by, among other things, competition, the ability of the
combined company to grow and manage growth profitably, maintain
relationships with customers and suppliers and retain key
employees; (10) costs related to the proposed business combination;
(11) changes in the applicable laws or regulations; (12) the
possibility that the combined company may be adversely affected by
other economic, business, and/or competitive factors; (13) the risk
of downturns and a changing regulatory landscape in the highly
competitive industry in which TeleSign operates; (14) the impact of
the global COVID-19 pandemic; (15) the potential inability of
TeleSign to raise additional capital needed to pursue its business
objectives or to achieve efficiencies regarding other costs; (16)
the enforceability of TeleSign's intellectual property, including
its patents, and the potential infringement on the intellectual
property rights of others, cyber security risks or potential
breaches of data security; and (17) other risks and uncertainties
described in NAAC's Annual Report, its initial public offering
prospectus, and its subsequent Quarterly Reports on Form 10-Q.
These risks and uncertainties may be amplified by the COVID-19
pandemic, which has caused significant economic uncertainty.
TeleSign and NAAC caution that the foregoing list of factors is not
exclusive or exhaustive and not to place undue reliance upon any
forward-looking statements, including projections, which speak only
as of the date made. Neither TeleSign nor NAAC gives any assurance
that TeleSign or NAAC will achieve its expectations. None of
TeleSign or NAAC undertakes or accepts any obligation to publicly
provide revisions or updates to any forward-looking statements,
whether as a result of new information, future developments or
otherwise, or should circumstances change, except as otherwise
required by securities and other applicable laws.
About TeleSignTeleSign provides continuous
trust to leading global enterprises by connecting, protecting and
proactively defending their digital identities. TeleSign verifies
over five billion unique phone numbers a month, representing half
of the world’s mobile users, and provides critical insight into the
remaining billions. The company’s powerful AI and extensive data
science deliver identity with a unique combination of speed,
accuracy and global reach. TeleSign solutions prevent
fraud, secure communications and enable the digital economy by
allowing companies and customers to engage with confidence. Learn
more at www.telesign.com and follow us on Twitter at @TeleSign.
About NAACNAAC is a blank check company, also
commonly referred to as a SPAC, formed for the purpose of effecting
a business combination with a company with global ambition, with a
primary focus on the consumer, industrials and TMT sectors in
Europe or North America, where its Board of Directors has multiple
decades of experience.
About ProximusProximus Group (Euronext
Brussels: PROX) is a provider of digital services and communication
solutions operating in the Belgian and international markets.
Delivering communication and entertainment experiences for
residential consumers and enabling digital transformation for
enterprises, we open up a world of digital opportunities, so people
live better and work smarter. Thanks to advanced interconnected
fixed and mobile networks, Proximus provides access anywhere and
anytime to digital services and data, as well as to a broad
offering of multimedia content. Proximus is a pioneer in ICT
innovation, with integrated solutions based on IoT, data analytics,
cloud and security.
Proximus has the ambition to become the reference operator in
Europe through next generation networks, a truly digital mindset
and a spirit of openness towards partnerships and ecosystems, while
contributing to a safe, sustainable, inclusive and prosperous
digital Belgium.In Belgium, Proximus' core products and services
are offered under the Proximus, Mobile Vikings and Scarlet brands.
The Group is also active in Luxembourg as Proximus Luxembourg SA,
under the brand names Tango and Telindus Luxembourg, and in the
Netherlands through Telindus Netherlands. The Group's international
carrier activities are managed by BICS, a leading international
communications enabler, one of the key global voice carriers and
the leading provider of mobile data services worldwide. With
TeleSign, the Group also encompasses a fast-growing leader in
digital identity services, serving the world's largest internet
brands, digital champions and cloud native businesses.
With 11,423 employees, all engaged to offer customers a superior
experience, the Group realized an underlying Group revenue of 5,479
million Euros end-2020. For more information,
visit www.proximus.com and www.proximus.be
TeleSign ContactsMedia Contact:Lerin
O’Neillloneill@TeleSign.com
Investor Relations Contact:Mark Robertsmark@blueshirt.com
Proximus ContactsMedia Contact:Fabrice
Gansbekefabrice.gansbeke@proximus.com
Haroun Fenauxharoun.fenaux@proximus.com
Investor Relations Contact:Nancy
Goossensnancy.goossens@proximus.com
North Atlantic Acquisition Corp. Media
Contact:John Westjwest@belvederepr.com
Llew Anguslangus@belvederepr.com
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