Dubber Acquires Leading UK Mobile Recording Company Speik

MELBOURNE, Australia, Dec. 21, 2020 A$38 million performance-based acquisition payable in two parts accelerates Dubber's revenue growth, increases consolidated bottom line and broadens Dubber compliance offerings

Key highlights:

    --  Speik supports O2's mobile recording service: Increases Dubber's UK
    --  Speik provides PCI Compliance solutions with UK Carriers: Enriches
        Dubber's solution portfolio as leader in Unified Call Recording,
        Compliance, secure voice data management
    --  Speik has annual revenue of circa £7m (circa A$12.4m): Growing
    --  Speik is profitable: Enhancing Dubber's consolidated bottom line
    --  Accretive Fundamentals: Service provider and solution footprint,
        technology synergies and lean operating structure expected to contribute
        to revenue growth
    --  Scrip and cash consideration with earn-out: Over half the consideration
        subject to a 16-month performance based earn-out to incentivise
        performance and preserve Dubber's strong cash position
    --  Attractive acquisition multiple: Efficient addition of revenue, service
        provider networks and subscribers that increases Dubber's market-leading
    --  Key shareholder support: All key management shareholders retained in the
        business with incentives to continue strong performance

/PRNewswire/ -- Dubber Corporation Limited (ASX: DUB) (Dubber), the global leader in Unified Call Recording & Voice Intelligence today announced it has acquired Speik - a leading UK-based provider of call recording and PCI Compliance solutions.

The acquisition furthers Dubber's vision of dubbing the world's networks and communications solutions to put AI on every phone, transforming voice data into a source of value for Enterprises and Governments globally.

Speik was formed in 2019 through a merger of Aeriandi Ltd (Aeriandi) and Voxygen Ltd (Voxygen). Voxygen had been supplying a hardware-based recording platform to Telefonica UK Limited (O2), one of the UK's leading networks, and Aeriandi had been providing PCI compliance solutions in conjunction with leading UK service providers including Vodafone and Gamma. Speik is headquartered in Oxford and has 38 employees in the UK and Europe.

Speik will continue to operate as an independent division within the Dubber group, serving existing and future customers with its current product portfolio as supplemented by Dubber solutions.

Steve McGovern, CEO, Dubber on the Speik acquisition:

"Dubber's acquisition of Speik is fundamentally accretive on all levels. Speik brings to Dubber a strong footprint in the leading UK-based mobile network provider, world-class technology resources, and a growing base of subscribers.

The team at Speik has been a pioneer in terms of network-based mobile recording together with O2.

Their success with one recording partner over seven years provides an insight into Dubber's ambitions for its own 130-plus service provider partners, globally.

The Dubber product suite has a capability to expand Speik's revenue opportunities with O2 - and other service providers - from its current enterprise focus into the larger addressable markets of mobile SME and across unified communications (UC) and Microsoft Teams services with Unified Call Recording.

We believe that Dubber can substantially accelerate growth and adoption in that and other key UK-based relationships while using Speik's PCI services to drive additional revenues with our service provider partners. We welcome the Speik team to our growing Dubber family and look forward to serving our mutual customers like never before."

James Slaney, Co- Founder & COO, Dubber:

"Dubber and Speik have complementary products that are easily integrated. We will bring significant benefits to Speik's existing customers by making the entire Dubber solution set available to them - and assist Speik in winning new customers by enhancing their offerings with the scale and power of Dubber's cloud platform and technology."

Sergio Budkin, Director of Business Products and Propositions, Telefonica UK Ltd (O2):

"Together with Speik, O2 has been providing mobile recording services in the UK, enabling compliance, improved customer experience and productivity gains for Enterprises and Government. We welcome the opportunity to expand those services via Dubber's industry-leading offering across multiple sectors and delivery platforms."

Matthew Townend, Executive Director, Cavell on the Speik Acquisition:

"Service and Solution Providers are in a race to achieve differentiation and answer the accelerating compliance, security and productivity demands of Enterprises. Dubber with Speik will build on Dubber's already industry-leading offering for service and solution providers and deep capability in addressing compliance and call recording needs within SME's and Enterprises."

Matthew Bryars, Founder and Vice Chairman, Speik:

"Dubber is the clear category leader in Unified Call Recording and we are excited to join the team - accelerating our growth, delivering richer solutions to Service and Solution providers, and unlocking the power of voice data for Government and Enterprises. Together we offer an unmatched capability in Unified Call Recording across any endpoint. I want to recognise and thank the Speik team for the tremendous effort put in over several years. Today opens a new chapter in our journey that I couldn't be more excited about."

Transaction Summary:

        Key Acquisition               Dubber has acquired all of the issued share capital of Aeriandi and its
         Terms:                        wholly owned subsidiary Voxygen, both UK companies. These companies
                                       own and operate the Speik business. 
              The aggregate
                                       consideration is approx. BPS21.5 million (A$38 million) based on known
                                       and estimated numbers (see below). Payable in cash and/or shares, as
                                       elected by the selling shareholders, with a 5% reduction if taken in
              Initial consideration of BPS10.1
                                       million (A$17.9 million) was paid at completion, with BPS7.9 million
                                       paid in cash and loan notes (see below) (BPS1.07 million of which was
                                       paid to satisfy commercial loan debt of Aeriandi) and the balance,
                                       representing 22% of the initial consideration, to be satisfied by way
                                       of the issue of 2,441,533 Dubber fully paid ordinary shares at a
                                       deemed issued price of A$1.60. All shares to be issued will be within
                                       Dubber's existing Listing Rule 7.1 issue capacity. Initial
                                       consideration will be adjusted on customary terms post-completion for
                                       movement in targeted working capital.
                                       Earn-out consideration is payable in mid-2022 subject to achievement
                                       of an agreed EBITDA target, with the amount payable determined as
                                       multiples of specified revenue streams across the Speik business.
                                       While the amount is unknown as at the completion date, based on Speik
                                       management forecasts for the relevant period, the earn out
                                       consideration if the EBITDA target is achieved would be BPS10.3
                                       million (A$18.3 million at the present-day AUD/GBP exchange rate).
                                       If the forecasts are exceeded, the cash component of the earn-out
                                       will be capped in any event at approx. BPS8.8 million while the share
              which represents approx. 23% of the aggregate
                                       earn-out payment, is not capped. The issue price of earn-out shares
                                       will be determined by the 30-day VWAP prior to the end of the earn-
                                       out period. 
              The mechanism for payment of the
                                       consideration includes, for some of the selling shareholders,
                                       customary short-term loan notes that will be exchanged for an agreed
                                       amount of cash or shares either at or post-completion and earn-out.
                                       This is a standard structure and will have no material adverse
                                       financial impact on Dubber. 
              The agreement
                                       also includes provisions customary for a transaction of this nature,
                                       including clauses for post-completion undertakings, employment of key
                                       personnel, post-completion adjustments and obligations, warranties
                                       and representations, confidentiality and non-competition/


        About Aeriandi     Aeriandi is a small proprietary company with numerous selling
         and the Sellers    shareholders at completion, comprising:

                                     Several individual founders and key management personnel, namely
                                       Matthew Bryars, Paul Glover, Daniel Bryars, Thomas Harwood and Jonny
              A private UK investment vehicle,
                                       Celvam Capital Limited 
              Over 30 employee
                                       shareholders who had acquired shares under Aeriandi's enterprise
                                       management incentive scheme.

     None of these sellers are related parties of Dubber.


        Strategic                     Accelerates Dubber's service provider footprint in the UK, revenue
         Rationale                     growth, and subscribers 
              Broadens Dubber's
                                       compliance offerings, specifically in PCI compliance
                                         Dubber to accelerate the adoption of Speik using Dubber Voice
                                         Intelligence Cloud and integrations 
                                       synergies in product approach mean technologies can be easily unified
                                       into common platforms with the potential to create efficiencies over
              Provides Speik with critical sales and
                                       marketing resources to scale go-to-market capabilities
                                             Attractive acquisition multiple and profitable business


        Financial Impact              Aggregate cash payments for the acquisition consideration are capped,
                                       with the earn-out component subject to performance against agreed
                                       metrics. Balance of acquisition consideration payable in Dubber shares
              Operating synergies to be realised over
              No incremental investment in staff or
                                       technology required to achieve scaling


This announcement has been approved for release to ASX by Steve McGovern, CEO & Managing Director.

About Dubber:
Dubber is unlocking the potential of voice data from any call or conversation. Dubber is the world's most scalable Unified Call Recording service and Voice Intelligence Cloud adopted as core network infrastructure by multiple global leading telecommunications carriers in North America, Europe and Asia Pacific. Dubber allows service providers to offer call recording for compliance, business intelligence, sentiment analysis, AI and more on any phone. Dubber is a disruptive innovator in the multi-billion-dollar call recording industry, its Software as a Service offering removes the need for on-premise hardware, applications or costly and limited storage.

About Cavell:
Cavell is a leading Analyst and Consulting company and acted as a key advisor to Dubber for this acquisition.

For more information, please contact:

Investors: Simon Hinsley
+61 (0) 401 809 653

AU & NZ Media: Terry Alberstein
+61 (0) 458 484 921

UK Media: James Taylor | The PR Network
+44 (0)7796 138291

US Media:
Charlie Guyer, Guyer Group for Dubber

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