GigCapital, Inc. and Global CPaaS Provider Kaleyra S.p.A. Announce Combination

GigCapital, Inc., (NYSE:GIG, GIG.U, GIG.RT, and GIG.WS) (“GigCapital”) a Technology, Media and Telecom (TMT) Private-to-Public Equity (PPE) corporation, today announced that it has entered into a definitive agreement to combine with Kaleyra S.p.A. (“Kaleyra”), a profitable and rapidly growing CPaaS provider.

Following the combination, assuming no redemption by the stockholders of GigCapital, the enterprise value for Kaleyra will be approximately $192 million, or 1.5x estimated fiscal 2019 revenue. The combined company expects to utilize the available capital for organic and strategic growth. The transaction closing is not conditioned on any level of redemption by the stockholders of GigCapital or minimum cash delivered by GigCapital at closing.

The parties expect to close the proposed transaction in the second half of 2019.

The transaction is subject to customary closing conditions, including regulatory and stockholder approval. Upon consummation of the proposed transaction, the combined company will be renamed Kaleyra, Inc. (NYSE:KLR). It is anticipated that, upon the consummation of the transaction and in case of no redemption of the current cash in GigCapital’s trust account, Kaleyra’s current shareholders and employees would own approximately 33% of the combined company’s common stock and GigCapital stockholders would own the remaining 67%.

“GigCapital is thrilled to partner with Kaleyra, our first transaction using the Private-to-Public Equity (PPE) platform methodology, where GigCapital brings its management’s well-recognized and decades-long technology public-market operational and entrepreneurial expertise to enable the successful transition of a late-stage growth technology company like Kaleyra to a US public-market traded entity. Dario and his management team have consistently delivered innovative technology, product leadership, global revenue growth and profitability over the last several years. As a public company, Kaleyra will have a stronger capital structure and greater latitude to excel and achieve its projected accelerated financial growth by organic and strategic means. The combination of Kaleyra and GigCapital brings unique, attractive and promising opportunities to all shareholders, and we are looking forward to working in concert with all to build a new and advanced CPaaS industry leading company,” said Dr. Avi Katz, Founder, Executive Chairman of the Board, and Chief Executive Officer of GigCapital.