Syniverse will remain a private company after plans to go public through a special purpose acquisition company (SPAC) fell through.
The agreement, valued at $2.85 billion, was terminated by mutual agreement, according to merger partner M3-Brigade Acquisition II Corp. (MBAC).
"We are disappointed that recent changes in market conditions made it impossible to consummate our proposed merger, but Syniverse is a great company with a strong management team and we are confident that it has a very bright future,” said MBAC CEO Mohsin Y. Meghji in a statement.
Under the plan to merge with M3-Brigade, Syniverse would have been listed on the New York Stock Exchange with an initial value of $2.85 billion. Under an alternative plan, Syniverse now will remain majority owned by Carlyle Group.
That alternative plan also involves Twilio, but Twilio isn’t planning on buying Syniverse, Twilio’s COO Khozema Shipchandler said during its earnings call on Wednesday.
“With respect to Syniverse, I know there is some press that they're suggesting that we might buy Syniverse,” Shipchandler said. “We are definitively not doing that… We have a great relationship with Syniverse. It's been very long-standing, and we intend to continue that. And frankly, that partnership gives us a great product for us to be able to leverage in the United States.”
Twilio plans to pursue a minority investment of up to $750 million in Syniverse, subject to closing conditions as outlined in a framework agreement. Twilio also will maintain a previously negotiated wholesale agreement with the Tampa, Florida-based company.
Under what it described as the “alternative transaction,” Syniverse will pursue additional financing transactions. The proceeds from the additional financing, together with the investment from Twilio, will be used primarily to pay down Syniverse’s existing debt.
"Syniverse’s underlying business is incredibly strong, and we are well-positioned to capitalize on significant market tailwinds to fuel our growth as a private company,” CEO Andrew Davies said in a statement. “We remain focused on executing our proven strategy and look forward to further investing in innovation, as well as product quality and breadth. We’re enthusiastic about writing the next chapter in the Syniverse story as we continue to provide mobile network operators and enterprises with the mission-critical connectivity and interoperability solutions they need in the evolving mobile ecosystem.”
Syniverse said the alternative transaction won’t have any impact on the company’s ongoing operations or the products and services it provides to enterprise or carrier customers.
Syniverse recently announced separate inbound roaming agreements with AT&T and Verizon.
RELATED: AT&T taps Syniverse ahead of 3G network shutdown
In the agreement with Verizon, Syniverse is supplying its Evolved Mobility solution, so Verizon can serve inbound roamers with Voice over LTE (VoLTE)-enabled devices from international carriers that haven’t yet launched VoLTE on their own network.
With AT&T, Syniverse also is supplying its Evolving Mobility solution after AT&T phases out its 3G network on February 22.