Technology provider Nexion Group has entered into a binding Share Purchase Agreement (SPA) with Pier DC for the sale of Nexion Networks Pty Ltd and Blue Sky Telecom Pty Ltd.
Nexion Networks and Blue Sky Telecom provide hybrid cloud infrastructure and telecommunications solutions respectively; Blue Sky was acquired by Nexion in 2021.
Pier DC is a wholly owned subsidiary of DC Alliance, a Singapore-based company specialising in the development of tier-certified co-location data centre facilities across Australia and the Asia Pacific. DC Alliance bought the Perth-based colocation provider in 2020.
Under the terms of the SPA, Pier DC will acquire 100% of the share capital of Nexion Networks and Blue Sky.
Pier DC will assume up to $1,607,500 in liabilities, plus any additional amounts reasonably accrued up to settlement, comprising accounts payable, equipment finance loans and Australian Taxation Office liabilities).
The transaction includes the cancellation of $1,660,000 in Convertible Notes (plus $183,218 in accrued interest), with noteholders optionally entering into agreements with Pier DC for the issuance of zero-coupon bonds, relieving Nexion of these obligations.
Nexion will also provide a vendor finance secured loan of $679,500 to Pier DC to facilitate the acquisition, secured by general and specific security deeds over the assets and shares of Nexion Networks and Blue Sky.
Nexion said the transaction enables the company to prioritise its "high-margin, high-growth" AI-driven business intelligence operations under its Fuse Forward subsidiary.
Following the completion of the proposed transaction, Nexion intends to actively assess new investment and acquisition opportunities.
The Nexion board said the proposed sale is a step toward repositioning Nexion for sustainable growth.
"By divesting our legacy hybrid cloud and telecommunications businesses, we're focusing on AI-driven software solutions, a sector with strong revenue growth potential and a high degree of investor interest," the board said.
"This move strengthens our financial position, protects shareholder value, and positions Nexion to pursue new opportunities that can deliver significant value to our shareholders."
Earlier this year, Nexion Group sold its Perth-based W1 data centre to a Canadian company, Carrier Connect Data Solutions, for $2.5 million.
