Bayard Group acquires Cellnet for $705 million

Cellnet has entered into an agreement to be acquired by Bayard Group, a leading global investor in energy measurement and efficiency technologies. Cellnet sells both equipment and managed services to the electricity, water and gas utility industries, with partnerships with leading meter manufacturers including Itron, GE, and Landis+Gyr. Its UtilNet products support advanced meter reading (AMR) infrastructure, SCADA and distribution automation applications at over 200 utilities worldwide...

ATLANTA, Dec. 4, 2006 -- Cellnet announced Nov. 30 that the company has entered into an agreement to be acquired by Bayard Group, a leading global investor in energy measurement and efficiency technologies.

Cellnet has a long history of innovation, leadership, and commitment to the utility industry. The company sells both equipment and managed services to the electricity, water and gas industries. With its first network installed over 10 years ago, Cellnet has a proven track record of reliability and service excellence. Everyday, Cellnet reads more than 11 million commercial, industrial and residential meters for its customers across the United States.

Cellnet's flexible business model and partnerships with leading meter manufacturers including Itron, GE, and Landis+Gyr offer its customers the widest possible range of AMR and advanced metering solutions. Cellnet's UtiliNet products support advanced metering infrastructure and distribution automation applications at over 200 utilities worldwide.

Mike Zito, chief executive officer of Cellnet, remarked, "We look forward to being able to offer Cellnet's leading products and services to Bayard's growing customer base. In joining with the Bayard Group, Cellnet is positioned to continue delivering on its vision for the AMR market and on its commitments to customers and partners."

Cameron O'Reilly, Bayard managing director, said, "We are delighted to have this opportunity to invest in Cellnet. Bayard is backed by internationally respected long- term investors and is committed to supporting Cellnet in further developing its technology for the benefit of its current and future customers."

The transaction is subject to customary regulatory review. Cellnet's advisors were Morgan Stanley and Goldman Sachs. Legal counsel was provided by Kirkland & Ellis, LLP.

Cellnet (www.cellnet.com) provides intelligent communication and automation solutions to energy and water businesses worldwide. The company's offerings include advanced metering infrastructure, in-premise networks, automated meter reading (AMR), SCADA and distribution automation. Cellnet's proven record of delivering customer value is supported by 13 million endpoints under contract and contracted revenue of $2.2 billion over fifteen years.

Founded in 1980, GTCR Golder Rauner LLC (www.gtcr.com) is a leading private equity investment firm and long-term strategic partner for outstanding management teams. The Chicago-based firm pioneered the investment strategy of identifying and partnering with exceptional executives to acquire and build companies through a combination of acquisitions and strong internal growth. GTCR currently manages more than $8 billion of equity capital invested in a wide range of companies and industries.

Since its establishment in 2002, Bayard has committed over US$1 billion to the energy measurement and efficiency sector. Bayard's combined investments have an annual revenue base of approximately US$1.1 billion with operations in 30 countries, and include Landis+Gyr, the world's largest electricity metering company, and Hunt Technologies, the US-based AMR company. Bayard is dedicated to investing in smart metering and related energy efficiency businesses that can contribute to better environmental outcomes.

The current principal shareholders of Bayard Group (www.bayard.com.au) are interests associated with DB Capital Partners (the private equity arm of Deutsche Asset Management in Australia), Allianz Capital Partners, Douglas Myers, John B. Fairfax, Sofina S.A., Dubai International Capital, Kerry Stokes, Sir Anthony O'Reilly, the Jack and Robert Smorgon Families, Carla Zampatti, Cameron O'Reilly, Sears Wiederkehr, and John Caldon.

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Also see:
-- "Oracle buys SPL"
-- "Cellnet, Corporate Systems Engineering announce joint technology agreement"
-- "SPL WorldGroup, Cellnet launch advanced metering partnership"

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