Under the terms of the definitive agreement, Dialogic has agreed to acquire the NMS Communications Platforms business and associated assets and agreed upon liabilities for total consideration of $28 million in cash, subject to certain adjustments set forth in the agreement.
The transaction has been approved by NMS’s board of directors and is expected to close in the fourth quarter of 2008 subject to the receipt of required regulatory approvals and satisfaction of customary closing conditions. The transaction is also subject to approval by the stockholders of NMS, and a special meeting of NMS’s stockholders is anticipated to be held during the fourth quarter of 2008.
Bob Schechter, chairman and CEO of NMS Communications, said: Over the past year, we have taken steps to separate our LiveWire Mobile and NMS Communications Platforms businesses in order to sharpen the focus on and realize the value inherent in each. We believe that the sale of the NMS Communications Platforms business paves the way to best drive long-term value creation for our employees, customers and shareholders. Upon closing, 100% of our resources and focus will be dedicated to LiveWire Mobile and the completion of this transaction will provide LiveWire Mobile with financial resources to execute its growth strategy.
