- Acquisition adds industry leading threat hunting platform to F-Secure’s detection and response offering and expands cyber security services to the biggest markets globally
F-Secure Corporation, Stock Exchange Release 18 June, 2018 at 09:00 EEST
F-Secure has on 18 June 2018 signed an agreement to acquire all the outstanding shares of MWR InfoSecurity, a privately held cyber security company operating globally from its main offices in the UK, the US, South Africa and Singapore. The acquisition is a significant milestone in the execution of F-Secure’s growth strategy, and makes it the largest European single source of cyber security services and detection and response solutions.
Today businesses are challenged by a dynamic advanced threat landscape in which attackers continuously use well-designed technology to circumvent traditional protection. Security perimeters are no longer enough to protect organizations, and developing better security capabilities on their own is out of reach for many organizations. Due to the shortage of skilled cyber security experts in-house there is a huge demand for both products and services to proactively search for newly emerging threats, detect and respond faster and especially stop future incidents. F-Secure’s combination of man and machine – an approach shared by MWR InfoSecurity – uniquely positions the company to support businesses to fight advanced attacks with its cyber security products and services.
“The acquisition brings MWR InfoSecurity’s industry-renowned technologies to F-Secure making our detection and response offering unrivaled. Their threat hunting platform (Countercept) is one of the most advanced in the market and is an excellent complement to our existing technologies,” said F-Secure CEO Samu Konttinen. “I’m thrilled to welcome MWR InfoSecurity’s employees to F-Secure. With their vast experience and hundreds of experts performing cyber security services on four continents, we will have unparalleled visibility into real-life cyber attacks 24/7. This enables us to detect indicators across an incredible breadth of attacks so we can protect our customers effectively. As most companies currently lack these capabilities, this represents a significant opportunity to accelerate F-Secure’s growth.”
With close to 400 employees, MWR InfoSecurity is among the largest cyber security service providers serving enterprises globally. MWR InfoSecurity has highly skilled experts in offensive techniques who understand the attacker mindset and is well-known in the industry for its technical expertise and research. Its threat hunting platform Countercept provides extensive proactive attack detection and complements F-Secure’s existing strengths. Additionally, F-Secure’s portfolio will be enhanced by MWR InfoSecurity’s suite of managed phishing protection services (phishd). As cyber criminals increasingly target companies through their employees, it’s crucial to enable company personnel to identify and avoid these email borne attacks.
“We’ve always relied on research-driven innovations executed by the best people and technology. This approach has earned MWR InfoSecurity the trust of some of the largest organizations in the world,” says MWR InfoSecurity CEO, Ian Shaw who will join F-Secure’s Leadership Team after closing of the transaction in July. “We see this approach thriving at F-Secure, and we look forward to working together so that we can break new ground in the cyber security industry.”
The combined company will have hundreds of the world’s best cyber security consultants, making F-Secure one of the few truly global technical security advisors positioned to help organizations fight today’s most sophisticated threats. Learnings from the most challenging incident investigations and from targeted attack simulations provide insights that feed directly back into product creation, ensuring the company’s detection and response solutions are constantly upgraded to meet the latest threats.
Summary of key drivers and benefits of the acquisition
- Digitalization and the rapidly increasing number of cyber attacks create significant cyber security risks for companies, driving customer demand for new types of cyber security products and services.
- One of the fastest growing market segments is detection and response solutions (EDR), and managed detection and response services (MDR). Currently, only a fraction of companies have the capabilities needed to consistently counter targeted attacks.
- F-Secure has a strong offering for detection and response solutions and services and continues to see significant business opportunities in these emerging markets. F-Secure aims to be a key player in this segment. Combining the acquired technologies with F-Secure’s existing capabilities enables the company to offer truly industry-leading detection and response solutions.
- The acquisition makes F-Secure one the few truly global technical cyber security advisors, uniquely positioning it to support both midmarket companies and large enterprises across the globe. It also makes F-Secure the largest European single source of cyber security services and detection and response solutions.
- MWR’s world-class research and experience in securing some of the most challenging and mature enterprise environments makes its threat hunting solution unique. With the acquisition F-Secure gains unparalleled insight from across its cyber security services into the attacker mindset, the challenges SOCs face, emerging TTPs, and the latest response techniques.
More information on F-Secure’s strategy is available at https://www.f-secure.com/en/web/investors_global/management/strategy-and-vision
Financial overview of MWR InfoSecurity
Figures in the table are for illustrative purposes only and reflect MWR InfoSecurity’s accounting principles according to UK GAAP. Figures for financial year 2017 are based on MWR InfoSecurity’ audited financial statements. Figures for 2018 reflect MWR InfoSecurity’s estimated financial performance for the financial year ending on 30 June, 2018.
| GBP million | 1 Jul 2016 – 30 Jun 2017 | 1 Jul 2017 – 30 Jun 2018 | Change | |
| Revenue | 21.6 | 27.6 | +28 | % |
| EBIT | -0.5 | -0.4 | +20 | % |
| EUR million | 1 Jul 2016 – 30 Jun 2017 | 1 Jul 2017 – 30 Jun 2018 | Change | |
| Revenue | 25.1 | 31.1 | +24 | % |
| EBIT | -0.6 | -0.5 | +22 | % |
Figures have been translated into Euros by using the average exchange rate for the British Pound for the financial period (0.8595 for FY2017: 1 July 2016 – 30 Jun 2017; 0.8870 for FY2018: 1 July 2017 - 31 May, 2018).
Completion, consideration and financing
The transaction is expected to be completed in early July 2018. The initial cash consideration for the completed acquisition of all of the outstanding shares of MWR InfoSecurity Limited is GBP 80 million (EUR 91,6 million), subject to customary cash, debt and working capital adjustments. In addition, an earn-out of a maximum of GBP 25 million (EUR 28,6 million) in cash will be paid after 18 months of the completion subject to the achievement of agreed business targets for the period from 1 July, 2018, until 31 December, 2019.
Consideration figures have been translated into Euros by using the average exchange rate of 0.8732 for the British Pound on 15 June 2018.
F-Secure is financially well-prepared for the transaction with a strong balance sheet. The transaction will be financed by F-Secure’s cash reserve and committed bank financing. The bilateral EUR 60 million five-year financing arrangement with Nordea Bank comprises a term loan as well as a revolving credit limit and includes customary covenants. The upfront payment will be made with company’s cash assets and the term loan of EUR 37 million.
Impact on financial outlook for 2018
F-Secure is currently evaluating the impact of the acquisition to the company’s financial outlook for 2018, and is preparing to communicate possible updates in conjunction with the Q2/2018 interim report on 8 August 2018.
Webcast to be held today
A live webcast in English for investors, analysts and media will be held today (18, June 2018) starting at 13:30 p.m. EEST. You can follow the webcast at:
- To participate in the online meeting, please click on the link: https://meet.f-secure.com/tapio.pesola/B7TFF08P
- To participate via phone, please dial in to +358975110100 (FI), +442039363619 (UK) and +14087858050 (US). The conference ID is 244705.
Webcast material will be available at F-Secure's website before the call begins: www.f-secure.com/investors.
Additional information
For investors and analysts:
Tapio Pesola, IR Manager, F-Secure
+358 44 3734693
For media:
Sandra Proske, Director, Global Corporate Communications
+49 176 700 36664
About F-Secure
Nobody knows cyber security like F-Secure. For three decades, F-Secure has driven innovations in cyber security, defending tens of thousands of companies and millions of people. With unsurpassed experience in endpoint protection as well as detection and response, F-Secure shields enterprises and consumers against everything from advanced cyber attacks and data breaches to widespread ransomware infections. F-Secure’s sophisticated technology combines the power of machine learning with the human expertise of its world-renowned security labs for a singular approach called Live Security. F-Secure’s security experts have participated in more European cyber crime scene investigations than any other company in the market, and its products are sold all over the world by over 200 broadband and mobile operators and thousands of resellers.
Founded in 1988, F-Secure is listed on the NASDAQ OMX Helsinki Ltd.
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