Wednesday, December 7, 2022

Hitachi Acquires GlobalLogic, A leading US-Based Digital Engineering Services Company

By ET Bureau - April 02, 2021 6 Mins Read

Hitachi, Ltda. (TSE: 6501, “Hitachi”) announced today that it will acquire GlobalLogic. (President and CEO: Shashank Samant , “GlobalLogic”), a leading US-based digital engineering services company.

The acquisition is based on the definitive agreement between Hitachi Global Digital Holdings Corporation (“HGDH”), a North American subsidiary, an SPC established by HGDH for the acquisition and GlobalLogic Worldwide Holdings, Inc., the parent company of GlobalLogic. The transaction is subject to customary conditions and regulatory approvals and is expected to be completed by the end of July 2021.

Through the acquisition, Hitachi expects the addition of GlobalLogic’s advanced digital engineering capabilities and its solid customer base, including large technology companies, to strengthen the “Lumada” digital portfolio.

Hitachi Vantara LLC, a US-based Hitachi subsidiary and its digital infrastructure, data management and digital solutions business, play a key role in promoting the growth of Lumada’s business in the global market.

The acquisition will create synergies across Hitachi’s five sectors – IT, energy, industry, mobility and smart living – and automotive systems businesses (Hitachi Astemo) accelerating the advanced digital transformation of social infrastructure like rail, energy and health on a global scale.

Through its social innovation business offered by collaborative creation with customers, Hitachi aims to increase the social, environmental and economic value for its customers and to create a sustainable society.

Headquartered in Silicon Valley, GlobalLogic is a leader in the fast-growing digital engineering services market. With more than 20,000 professionals in 14 countries, GlobalLogic operates design studios and software product engineering centers around the world.

GlobalLogic has advanced engineering technology for chip-to-cloud software products, as well as experience design skills in the vertical sector. By combining these resources, GlobalLogic helps customers drive new revenue streams and incremental value for their customers by planning and developing innovative software that empowers products, platforms and digital experiences.

The company has a solid customer base of more than 400 customers, comprised of market leaders and high profile brands that span key sectors such as communications, financial services, automotive, healthcare and life sciences, technology, media and entertainment and manufacturing.

Investment in Digital Transformation (DX) is growing at a fast pace worldwide. IDC predicts that 65% of global GDP will be digitized by 2022, driven by products and services from digitally transformed companies.

In addition, according to Zinnov (a research and advisory firm specializing in product engineering and digital transformation), the total affordable digital engineering market will grow to $ 1.1 trillion by 2025, growing at a growth rate compound annual rate (CAGR) of 19%.

Digital transformation remains a priority for organizations everywhere, and the COVID-19 pandemic has only expanded the demand for new business models based on data, customer experiences and connected ecosystems. However, many organizations lack the knowledge and experience to design and implement new digital platforms.

They are also challenged by the scarcity of skills needed to build native digital products and to develop new models of interaction and digital experiences, such as new digital ways of buying or new models to offer and receive health care. Based on this scenario, the demand for GlobalLogic’s services is growing rapidly and the combined company has greater access to this immense market opportunity.

Hitachi has been promoting initiatives to transform and provide more advanced and intelligent social infrastructure, such as rail and energy, using its digital technology to become a global business leader for social innovation.

As part of its 2021 midterm management plan, Hitachi previously committed to the strategy of making 1 trillion yen growth investments in the IT sector , mainly through Hitachi Vantara, to strengthen digital resources , including digital products, solutions, partnerships, service and delivery resources. GlobalLogic will be an integral part and engine of growth for Hitachi’s portfolio of digital solutions and services from Lumada.

Toshiaki Higashihara , Hitachi’s President and CEO, said: “The acquisition of GlobalLogic opens up an exciting new opportunity for Hitachi to expand our Lumada solutions and services offerings, provide value to customers on their digital transformation journey and expand the business of Globally, the synergy of GlobalLogic’s leading design and innovation experience with Hitachi’s experience in IT, operational technology and products will help us achieve our goal of being the leading digital transformation innovator in social infrastructure worldwide. we will create a new social, environmental and economic value for our globally expanding client companies and raise people’s QoL (quality of life) through contributions to the realization of a sustainable society. ”

“Companies in all sectors are transforming themselves with digital technology – to better engage customers, create new revenue streams and promote a higher quality of life,” said Shashank Samant , president and CEO of GlobalLogic. “We have a tremendous opportunity ahead of us and we are excited to embark on this journey with Hitachi, combining our collective skills, technologies and market presence to deliver greater value to our customers as they transform their business.”

GlobalLogic’s revenues are expected to reach approximately US $ 1.2 billion (approx. 129.6 billion yen ) with EBITDA margins adjusted to over 20% in fiscal year 2021. With a high profitability profile and excellent revenue CAGR, GlobalLogic will aim to achieve adjusted EBITDA of more than $ 1 billion (approximately 108.0 billion yen) by fiscal year 2028.

HGDH and GlobalLogic Worldwide Holdings combined a book value of 8.5 billion US dollars (approx. 918 billion yen) with a business value of 9.5 billion US dollars (approximately 1.026 billion yen).

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This represents approximately 37.4x in CY2021 and 29.4x in CY2022 of expected adjusted EBITDA, respectively, and is within the calculation range of Hitachi’s comparable analysis and discounted cash flow method. The total acquisition cost, including the amortization of GlobalLogic’s interest-bearing debt, is expected to be $ 9.6 billion (approx. 1,036.8 billion yen).

Hitachi will acquire GlobalLogic Worldwide Holdings through a merger involving MergeCo H Global Inc. (“SPC”), a subsidiary established by HGDH for the purpose of the transaction. In this acquisition, the “reverse triangular fusion method” will be adopted.

Specifically, there will be a merger of SPC and GlobalLogic Worldwide Holdings, which will be the incorporating company. When the companies carry out the merger, HGDH or SPC will make a cash offer to GlobalLogic Worldwide Holdings shareholders and, subsequently, all outstanding shares of GlobalLogic Worldwide Holdings will be canceled. All SPC shares held by HGDH will be converted into common shares of GlobalLogic Worldwide Holdings, the incorporating company. That way,

The closing of the transaction is scheduled for the end of July 2021 and is subject to customary conditions and regulatory approvals.

Credit Suisse Securities (USA) LLC served as a financial advisor to Hitachi in connection with the transaction and Shearman & Sterling LLP acted as a legal advisor. Goldman Sachs & Co. LLC and JP Morgan Securities LLC served as financial advisors and Kirkland & Ellis LLP served as a legal adviser to GlobalLogic.

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