Kalray Enters Exclusive Negotiations to Acquire Arcapix Holdings Ltd

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Kalray (Euronext Growth Paris: ALKAL), a provider of new generation of processors and acceleration cards specialized in Intelligent Data Processing from Cloud to Edge, has entered into exclusive negotiations for the acquisition of 100% of the shares of Arcapix Holding Ltd, a software-defined storage and data management solutions provider for data-intensive applications.

 

Eric Baissus, President and CEO of Kalray said, “I am delighted at the prospect of this acquisition that will accelerate our go-to-market and strengthen our key position in the data-intensive storage market. It is perfectly aligned with Kalray’s development strategy and ambition, complementing our products, team, expertise and markets. With this acquisition, we would gain new clients and strategic partners to propel our business forward. We have been impressed by the two founders, Ben, Barry and their team and by what they have managed to achieve in the last few years. I am looking forward to working closely with them to achieve our ambition to become a leading provider of solutions for a more intelligent, effective and user-friendly data-driven world”.

 

Ben Leaver, Arcapix co-founder and CEO, said, “We are excited at the prospect of joining the Kalray family. We have come to trust and respect its leadership, and we have high hopes about its ambitious vision and breakthrough technology. We believe that together we can build and deliver superior products with compelling value to our customers. As data increasingly shapes the modern business, managing it becomes ever more critical and faces growing demands for performance, scalability, and flexibility. We have a proven track record in meeting such demands. Together with Kalray, we will be able to move to the next level, both technologically and commercially”.

 

Arcapix reported a positive EBITDA and achieved an annual turnover of approximately € 7 million during its last fiscal year (as of March 2021).

 

As technologies such as AI (Artificial Intelligence), 5G, video streaming, and analytics proliferate and produce massive amounts of data, there is a growing need for fast, flexible, ubiquitous and cost-effective storage solutions to handle this deluge. It creates tremendous market opportunities for companies that can combine innovations in both software and hardware to create new ways to generate, analyze, manage and deploy data.

 

Arcapix has developed a unique high-performance software storage solution. It combines flash, disk, tape, and cloud storage into a multi-protocol, unified system. It’s ultra-fast, limitlessly scalable, easily manageable, and far more cost-effective than alternative solutions. It also allows customers to transparently manage their data from anywhere, in a single name-space. This capability is critical as boundaries between cloud, edge, and on-premise locations become increasingly blurred.

 

Kalray provides high compute, low power, fully programmable acceleration cards based on its unique patented family of data processors (DPU). Last year, Kalray announced the commercial availability of its new storage acceleration card, the K200-LP that targets the data-intensive storage market. Kalray recently announced the availability of a leading-edge NVME storage array, the Flashbox. Co-developed with Viking Enterprise Solutions, a division of Sanmina Corporation, Flashbox is a unique solution with significant performance and cost advantages to customers switching to NVMe storage.

 

By offering its acceleration cards with Arcapix’s software products, Kalray will deliver all the building blocks needed for the next generation of intelligent data appliances and infrastructures.

 

This contemplated acquisition fits perfectly with Kalray’s ambition to scale up very significantly its business, accelerate its go-to-market plans and expand cross selling opportunities.

 

  • With this contemplated acquisition, Kalray would start a solid change in dimension. As of today, the Arcapix team includes more than 50 employees, including experts in storage solutions and data-intensive applications. The team includes a sales and support force of more than 30 people worldwide.
  • This contemplated acquisition would give access to new markets opportunities for Kalray, in three of the most demanding and exciting data-intensive industries – Media, AI & Scientific Research.
  • With this contemplated acquisition, Kalray would also have access to Arcapix’s broad customer portfolio and its set of strategic resellers including Dell Technologies. Arcapix will continue serving its existing customers through its current product portfolio while integrating Kalray’s NVMe acceleration cards and Kalray FlashboxTM into its solutions.

 

Kalray contemplates to acquire 100% of the capital of Arcapix Holdings Ltd shares for a maximum amount of 464 770 Kalray’s shares and € 0.9 million paid in cash subject to closing adjustments . By way of illustration, a shareholder holding 1.00% of Kalray’s current share capital before the completion of the contemplated acquisition would hold a participation of 0.93% if all the above mentioned Kalray shares were eventually issued to the sellers.

 

The signing of the definitive documentation, which would be announced by a press release, is expected to take place in the first quarter of 2022, after consultation with Kalray’s works council (comité social et économique) and subject to the final agreement of the parties on the terms of the transaction. Financial audit has already been carried out and legal audit is ongoing. The completion of the transaction would be subject to customary conditions and the approval of the shareholders’ general meeting of Kalray. Kalray will keep the market updated of the next steps.

 

The vote of the Shareholders’ Meeting will focus in particular on the resolution necessary for the implementation of this acquisition project and in particular the issuance of shares necessary for its realization. The report of the contribution auditor will be made available to shareholders prior to the holding of the General Meeting.

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