News
Equiniti (EQ) Completes Acquisition of Notified, Creating a Global Leader in End-to-End Shareholder and Corporate Communications
Equiniti (EQ) Completes Acquisition of Notified, Creating a Global Leader in End-to-End Shareholder and Corporate Communications
Combining EQ’s shareholder services and robust Investor Relations (IR) capabilities with Notified’s public relations (PR) and IR solutions to help companies grow, engage stakeholders and communicate with confidence at every stage.
Transaction Highlights
- Establishes Comprehensive Solution: Combines EQ’s shareholder services leadership and robust IR capabilities with Notified’s PR and IR expertise to deliver a comprehensive solution for companies at every stage of growth.
- Supports the Full Corporate Lifecycle: Equips public and private companies with tools for shareholder engagement, disclosure and media outreach from pre-IPO through maturity.
- Extends Global Reach and Client Base: Serves 12,000 clients in 90 countries including more than half of the FTSE 100, one third of the S&P 500 and half of the Nasdaq.
- Accelerates Innovation and Growth: Leverages combined expertise and proven platforms to meet evolving client needs and rising regulatory demands.
Comments from Dan Kramer (CEO, EQ Shareholder Services) and Nimesh Dave (President, Notified)
NEW YORK, May 01, 2025 (GLOBE NEWSWIRE) -- Equiniti (EQ)1, a global leader in shareholder services, today announced it has completed its acquisition of Notified, the award-winning provider of public relations (PR) and investor relations (IR) solutions from West Technology Group, LLC. The transaction, originally announced on March 17, 2025, brings together two trusted brands to deliver an unmatched end-to-end suite of PR, IR and share registry services and technology.
Together, EQ and Notified deliver an unmatched suite of services and technology that support organizations through every stage of the corporate lifecycle— from growing small to medium sized businesses (SMBs) and pre-IPO companies to large public enterprises navigating today’s dynamic markets around the world. The combined business supports 12,000 clients across 90 countries. With Notified’s broad geographic footprint, the combination also enables EQ to expand its global reach and better serve clients in key international markets.
"In today's dynamic market environment, effective shareholder communication is more important than ever," said Dan Kramer, CEO of EQ Shareholder Services. "By integrating Notified's award-winning PR and IR capabilities into our service mix, we are empowering clients with a truly comprehensive solution that drives enhanced shareholder engagement and delivers measurable results. This acquisition immediately provides our clients with powerful new tools to strengthen stakeholder relationships and drive business value."
The transaction combines EQ’s deep expertise in providing transfer agency, ownership intelligence, proxy management and advisory, employee plans, private company solutions, retirement and remediation services with Notified’s widely adopted PR and IR solutions. Each organization serves IR professionals in different but complementary ways. In addition to its shareholder services leadership, EQ brings a robust set of global IR capabilities—including share register analysis, investor targeting, and perception studies—helping companies understand market sentiment and execute unconflicted, data-driven strategies to engage current and prospective investors.
By joining forces, EQ and Notified are significantly strengthening the end-to-end support available to IR teams—combining EQ’s governance and ownership intelligence capabilities with Notified’s robust tools for media engagement, real-time analytics, earnings events, IR websites, regulatory filings and GlobeNewswire distribution. This investment will accelerate innovation across the combined offering, as demonstrated by recent advancements like CLEAR’s identity verification technology, expanded premium services and AI-powered tools designed to deliver secure, efficient and modern communications.
"Notified has always prioritized innovation that serves the evolving needs of communications professionals," said Nimesh Davé, President of Notified. "Joining EQ empowers us with greater resources to accelerate our technology roadmap while expanding our reach. Our combined platform now addresses the full spectrum of corporate communications needs, creating a powerful solution for our combined client base. We're energized by the opportunity to build on our success and deliver even more exceptional value to communicators worldwide."
This acquisition builds on the successful integration of EQ and AST, alongside investment in technology and an additional recent acquisition, demonstrating commitment from owners, Siris Capital, to future growth. These moves further solidify EQ’s position as a global leader in shareholder services, financial communications and compliance solutions.
About Equiniti (EQ)
EQ helps companies better understand and manage the ownership of their business through every stage of the corporate lifecycle. As trusted advisors, we provide strategic insight and operational expertise across our core services—Transfer Agent Services, Employee Plan Solutions, Ownership Intelligence, Proxy Management and Advisory and Private Company Solutions. Globally, EQ supports 2,200 global issuer clients and 20 million shareholders with operations in the UK, U.S., and India. Learn more at equiniti.com/global.
About Notified
We are Notified, and your story goes here. As the only technology partner dedicated to both investor relations and public relations professionals, we help you control and amplify your corporate narrative. Our fully integrated PR and IR platforms streamline every step—whether it’s reaching the right media, press release distribution, and measurement or designing new IR websites, managing investor days, earnings releases, and regulatory filings. Connecting both worlds, GlobeNewswire is one of the world’s largest and most trusted newswire distribution networks, serving leading organizations for over 30 years. Together, we empower communicators to inform a better world. Learn more at notified.com.
Media Contact
Teneo
Martin Robinson
Tel: +44 20 7353 4200
Email: Equiniti@teneo.com
Armor Holding II, LLC and Orbit Private Holdings I Limited (together, EQ)
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/ee4a32ea-2e00-4975-ae41-5d73d43824eb
BearCom Announces Transformative Acquisition of Stone Security
BearCom Announces Transformative Acquisition of Stone Security
GARLAND, Texas and SALT LAKE CITY, Dec. 20, 2024 /PRNewswire/ — BearCom, a premier North American integrator of voice, security and data solutions, today announced the acquisition of Stone Security, a leading provider of enterprise class physical security products and services. Terms of the transaction were not disclosed.
The addition of Stone Security’s industry leading physical security expertise to BearCom’s existing security solutions portfolio further cements BearCom’s position as a leading end-to-end integrator of advanced voice, security and data solutions.
Founded in 2005, Stone Security is a trusted global security integrator with 12 offices across the United States, Mexico and Brazil. Stone Security designs and delivers comprehensive security systems that enhance the safety and efficiency of its expansive customer base. With its best-in-class suite of security solutions, Stone Security supports a diverse range of enterprise-level customers across multiple verticals, including educational institutions, municipalities, transportation, distribution centers and data centers.
“Stone Security has been a leader in security integration for almost two decades and I am thrilled to welcome them to the BearCom family. Their tremendous growth is a direct result of their ability to design and deliver highly technical security solutions, combined with high integrity, and a dedication to their customers and employees,” said Les Fry, CEO of BearCom. “Stone Security brings more than 225 highly trained, technically advanced team members and a geographical footprint that will further solidify our position as a trusted partner for our customers on business and mission-critical security matters.”
“BearCom is a clear leader in the communications industry, and we have long been impressed by their ability to integrate advanced solutions to solve the critical safety and security needs of their customers,” said Brent Edmunds, CEO of Stone Security. “We are looking forward to joining the BearCom family and working with Les and his team to expand our customer offerings and provide our high-level service at an even greater scale.”
BearCom’s acquisition of Stone Security marks the company’s second acquisition since Siris’ initial 2023 investment and is an important milestone as BearCom continues to expand its capabilities across the physical security space.
“The acquisition of Stone Security is transformational and highly complementary for BearCom,” said Dave Calamai, Managing Director at Siris. “By leveraging Stone Security’s leadership position in the video surveillance and access control space, BearCom can provide a unique, end-to-end security solution suite across the Americas. We are excited to partner with Stone Security’s founders to accelerate growth.”
“Stone Security’s commitment to providing high-quality, reliable security solutions and building customer trust will be invaluable as BearCom continues to build out its physical security offerings,” added Tom Echols, BearCom’s Vice President of Security Solutions. “We are excited to work with Stone Security during this next chapter of growth.”
Stone Security’s strong, loyal partnerships with Axis, LenelS2, Milestone and Wesco will continue to be an instrumental part of their business model. Additionally, Stone’s three operating founders, Brent Edmunds, Joey Edmunds and Aaron Simpson, will remain with the company and play a key role in shaping BearCom’s security strategy moving forward.
Finn Dixon & Herling LLP and Norton Rose Fulbright LLP served as legal advisors to BearCom. Buchalter PC served as legal advisor to Stone Security.
About BearCom
Founded in 1981, BearCom is Motorola’s largest Channel Partner in North America, and a leading provider and integrator of wireless voice, security and data solutions across the U.S. and Canada. BearCom is headquartered in Garland, Texas. www.bearcom.com
About Stone Security
Stone Security is a provider of professional, enterprise class, physical security products and services. The terms that define the way Stone approaches the integration business are – open platform, industry leading and partnership driven. With these principles as a foundation, Stone has chosen products that deliver high functioning, integrated and flexible physical security systems. Stone currently manages full-time operations in twelve states across the U.S. as well as two countries in Latin America. www.stonesecurity.net
Siris Announces Promotions of Key Team Members
Siris Announces Promotions of Key Team Members
NEW YORK, Dec. 18, 2024 /PRNewswire/ — Siris, a leading private equity firm focused on investing and driving value creation in technology companies, is pleased to announce a number of promotions that will go into effect on January 1, 2025, including Sandeep Guleria (New York office) to Partner and Dave Calamai (Florida office) to Managing Director. Messrs. Guleria and Calamai will continue to help lead the Investment team, where they will be responsible for sourcing, executing and managing investments across the technology sector.
“We are extremely proud of Sandeep and Dave, as they each drive growth across our portfolio and ensure our portfolio companies have the resources needed to reach their full potential,” said Frank Baker, a Co-Founder and Managing Partner of Siris. “I have worked closely with Sandeep for more than a decade, and he is not only a skilled investor and operator, but is also an essential part of our culture. Since joining Siris last year, Dave has quickly established himself as a core member of Siris’ Investment team. They both have very bright futures ahead.”
Mr. Guleria’s and Mr. Calamai’s promotions recognize their significant contributions and commitment to the firm. Mr. Guleria serves on the firm’s Investment and Operating Committees and currently oversees the firm’s investments in Gigamon and Newfold Digital. Mr. Calamai will serve on the firm’s Investment Committee and currently oversees the firm’s investments in BearCom and Electronics for Imaging.
Prior to joining Siris in 2012, Mr. Guleria was in the Mergers and Acquisitions and Global Communications groups at Citigroup Global Markets in New York. He graduated from New York University where he received a B.Sc. with a concentration in Finance and Accounting.
Prior to joining Siris in 2023, Mr. Calamai served as Principal at Tailwind Capital, where he focused on investments in the technology services, healthcare services, and business services sectors. He received a B.A. in Biology and a M.S. in Commerce from the University of Virginia.
Additional Promotions
Siris also announced the following promotions reflecting Siris’ commitment to recognizing strong performance and providing meaningful growth opportunities:
- Kevin O’Brien to Principal (Investment Team)
- Grant Weisberg to Principal (Investment Team)
- Jared Nadan to Principal (Investor Relations)
- Matt Montaquila to Vice President (Investment Team)
- Melissa Erchick to Vice President (Talent)
Mr. Baker added, “Kevin, Grant, Jared, Matt and Melissa have been key contributors to Siris’ success, and we look forward to seeing all they achieve during this next stage of their respective careers.”
About Siris
Siris is a leading private equity firm that targets control investments in companies that provide mission-critical technology infrastructure. Siris leverages its network of exclusive Executive Partners to identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach and has approximately $7 billion in assets under management as of December 31, 2023. https://siris.com
Siris Announces Sale of Fiery to Seiko Epson Corporation
Siris Announces Sale of Fiery to Seiko Epson Corporation
NEW YORK, Sept. 18, 2024 /PRNewswire/ — Siris (together with its affiliates, including Electronics for Imaging, “Siris”), a leading private equity firm focused on investing and driving value creation in technology companies, today announced the sale of Fiery, LLC (“Fiery”) to global technology leader Seiko Epson Corporation (“Epson”) in a transaction valued at approximately $591 million.
Fiery is a leading provider of digital front end (“DFE”) servers and workflow solutions for the growing industrial and graphic arts print sectors. Utilizing a combination of software and cloud-based technologies, Fiery has a demonstrated track record of delivering fast performance, stunning color and exceptional print quality across a broad range of production printing devices.
Fiery was acquired as part of Siris’ take-private acquisition of EFI in 2019. As part of its value creation strategy, Siris operationalized Fiery as an independent company in order to position it for a strategic exit. The divestiture of Fiery is the second carveout that Siris has completed from the broader EFI portfolio, after previously selling eProductivity Software to Symphony Technology Group, announced in 2022.
“Since our investment in Fiery in 2019, Toby and the team have grown the company’s leadership position in the DFE market, making significant progress expanding the product portfolio and deepening strategic partnerships,” said Frank Baker, a Co-Founder and Managing Partner at Siris. “Our partnership with Fiery is a great example of how we partner with management teams to drive value and position companies for continued long-term success. We look forward to seeing how the company continues to thrive with Epson moving forward.”
Mr. Baker added, “Post separation and divestiture of Fiery and eProductivity Software, EFI is now a streamlined, leading provider of industrial inkjet solutions for the display graphics, packaging and textiles industries with a broad range of printers, inks and service capabilities. We will continue to support EFI as it drives the exciting digital printing transition across a broad range of industrial end markets globally.”
“With Siris’ partnership and investment, we successfully raised the standards of digital printing excellence across a diverse range of operating segments,” said Toby Weiss, Chief Executive Officer of Fiery. “We are thrilled to embark on our next phase of growth alongside Epson, as we continue to provide our customers with dynamic solutions for their digital printing needs.”
The transaction is expected to close within 2024, subject to customary closing conditions including required regulatory approvals. Upon transaction close, Fiery will become part of the Epson group, retain its current name and organizational structure and continue to operate from its existing offices.
DC Advisory and UBS Investment Bank acted as exclusive financial advisors to EFI in connection with the sale of its interests in Fiery, LLC to Seiko Epson Corporation. Sidley Austin LLP served as legal advisor to Siris.
About Siris
Siris is a leading private equity firm that targets control investments in companies that provide mission-critical technology infrastructure. Siris leverages its network of exclusive Executive Partners to identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach and has approximately $7 billion in assets under management as of December 31, 2023. https://siris.com/
About Fiery
Fiery is the leading provider of digital front ends (DFEs) and workflow solutions for the global print industry. With a customer base that includes over 2 million DFEs sold worldwide, Fiery’s industry-leading software and cloud-based technologies deliver the best possible performance, color, and print quality across a broad range of production printing devices.
Fiery’s innovative solutions empower commercial print, industrial, packaging, signs and display graphics, ceramics, building materials, textiles, and more. Through over 30 years of excellent support and service, Fiery has built an unmatched community of customers, dealers, and partners.
Forward-Looking Statements
Except for historical information, all other information in this communication consists of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements, and related oral statements Siris may make, are subject to risks and uncertainties that could cause actual results to differ materially from those projected, anticipated or implied. For example, (1) conditions to the closing of the transaction may not be satisfied, (2) the timing of completion of the transactions is uncertain, (3) the business of Fiery may suffer as a result of uncertainty surrounding the transaction, (4) events, changes or other circumstances could occur that could give rise to the termination of the agreement, (5) there are risks related to disruption of the management’s attention from the ongoing business operations of Fiery due to the transaction, (6) the announcement or pendency of the transaction could affect the relationships of Fiery with its clients, operating results and business generally, including on the ability of Fiery to retain employees, (7) the outcome of any legal proceedings initiated against Fiery following the announcement of the transaction could adversely affect Fiery, including the ability to consummate the transaction, and (8) Fiery may be adversely affected by other economic, business, and/or competitive factors, as well as management’s response to any of the aforementioned factors.
The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included herein and elsewhere. Siris does not undertake any obligation to update, correct or otherwise revise any forward-looking statements.
BearCom Acquires The Surveillance Shop
BearCom Acquires The Surveillance Shop
Transaction to Support BearCom’s Expansion into Video Security Solutions
GARLAND, Texas and CALGARY, AB, April 10, 2024 /PRNewswire/ — BearCom, a premier North American integrator of voice, security & data solutions, today announced the acquisition of The Surveillance Shop (“TSS”), a leading Canadian commercial security integrator. Terms of the transaction were not disclosed.
Founded in 1999 and headquartered in Calgary, TSS provides standalone and fully integrated security solutions for small, medium, and enterprise customers across Canada and the United States. TSS’ core product offerings include security camera systems, intrusion alarms, access control & intercom, perimeter security, and land mobile radios.
“We are thrilled to welcome TSS to the BearCom family,” said Les Fry, CEO of BearCom. “TSS’ integrity and technical leadership across the spectrum of security solutions are incredible additions to our team. TSS accelerates BearCom’s vision of providing comprehensive solutions to meet customers’ needs across mission-critical voice, security, and data solutions.”
“We are delighted that BearCom recognized the mission-critical security offerings TSS provides across North America, and we look forward to the growth opportunities this combination creates,” said Curtis Dyck, CEO & Founder of TSS. “By joining the BearCom family, our customers and employees gain access to BearCom’s broad product, service, and solution offerings alongside significant geographical reach.”
The acquisition of TSS marks BearCom’s first acquisition since Siris’ investment in December 2023 and aligns with BearCom’s growth strategy of expanding capabilities across key solution sets, including video security, access control, and wireless enablement.
“TSS brings decades of innovative security solutions expertise and expands BearCom’s presence in Canada,” added Mike Pietrunti, BearCom’s Vice President of M&A. “We appreciate that TSS saw a fit with BearCom and look forward to partnering with additional businesses to accelerate BearCom’s growth going forward.”
Shumaker, Loop & Kendrick, LLP, and Norton Rose Fulbright acted as legal advisers to BearCom. Ernst & Young acted as financial advisor and Bennett Jones LLP acted as legal advisor to TSS.
About The Surveillance Shop
The Surveillance Shop is a commercial security integrator that is recognized as Avigilon’s largest Canadian partner. Since 1999, TSS has grown to four locations throughout Canada, designing, installing, and supporting high-definition surveillance camera systems, card swipe access control solutions, alarm systems, and intercoms. https://www.survshop.com/
About BearCom
Founded in 1981, BearCom is Motorola’s largest Channel Partner in North America, and a leading provider and integrator of wireless voice, security, and data solutions across the U.S. and Canada. BearCom is headquartered in Garland, Texas. www.bearcom.com
Media Contacts:
Dana Gorman
H/Advisors Abernathy
(646) 784-0446
Dana.Gorman@h-advisors.global
Shaun Andrews Named Chief Executive Officer of TPx
Shaun Andrews Named Chief Executive Officer of TPx
AUSTIN, Texas, March 4, 2024 TPx a leading nationwide managed services provider delivering managed networking, cybersecurity, and cloud communications, today announced that Shaun Andrews, former Executive Vice President and Chief Marketing Officer of Lumen, has been appointed as TPx’s next Chief Executive Officer, effective today. Rick Mace has retired as Chief Executive Officer, but will continue to serve on the TPx Board, working closely with Mr. Andrews to ensure a smooth transition.
Mr. Andrews is a leader with more than 25 years of experience in the telecommunications industry and brings an extensive track record of driving strategic growth and transformation. Most recently, he served as Executive Vice President and Chief Marketing Officer of Lumen overseeing the company’s overall go-to-market strategy and operations. Previously at Lumen, he had profit and loss responsibility for products and services sold to enterprise customers, including managed services, SD-WAN, and UCaaS solutions. Mr. Andrews’ appointment as CEO comes at an inflection point in the company’s history and is expected to further accelerate TPx’s transition into an all-in-one provider of fully managed networking, cybersecurity, and cloud communications services.
“It has been an incredible honor to lead TPx over the past few years and I am immensely proud of our team’s work to upgrade our technology infrastructure to deliver best-in-class solutions to our customers,” said Mr. Mace. “Shaun’s leadership skills, industry expertise and experience supporting mid-market and SMB customers make him the perfect candidate to lead TPx as we work to cement our market identity and fully implement our portfolio strategy to drive growth.”
“I have long admired TPx’s customer-centric approach to addressing the complex IT needs of the businesses that depend on TPx for business continuity and critical services,” said Mr. Andrews, CEO of TPx. “I am excited to step into this role at a pivotal moment in TPx’s growth trajectory and partner with the team to further strengthen the company’s offerings and processes for the benefit of its customers.”
“Shaun not only has significant experience in the managed service space, but also is a strong operator capable of driving transformation efforts in companies and teams. I am confident that he is the right leader for TPx’s next chapter,” said Bret Griess, a Director on the TPx Board. “I sincerely thank Rick for his leadership over the past several years as he built on our position as a best-in-class, nationwide managed service provider and further enhanced the experience of our more than 15,000 customers.”
About TPx Communications
TPx is a nationwide managed service provider helping organizations navigate the growing complexity of their IT environments. Founded in 1998, TPx offers comprehensive managed IT services including internet, networks, cybersecurity, and cloud communications. With a focus on service, TPx is dedicated to the success of its customers by making IT easy with solutions that address today’s evolving technology challenges. For more information, visit http://www.tpx.com.
Media Contact
John Walker, TPx, 404.626.0051, john@chirpPR.com, https://www.tpx.com/
SOURCE TPx
Gigamon Announces Significant Strategic Investment from Siris
Gigamon Announces Significant Strategic Investment from Siris
SANTA CLARA, Calif.–(BUSINESS WIRE)–Gigamon (“Gigamon” or the “Company”), a leading deep observability company that helps organizations to effectively secure and manage hybrid cloud infrastructure, today announced the completion of a significant strategic investment from Siris (together with its affiliates, “Siris”), a leading private equity firm focused on investing and driving value creation in technology companies.
The Siris investment in Gigamon will provide the Company with additional resources to accelerate innovation and growth through organic initiatives and potential strategic market opportunities. Elliott Investment Management L.P. (“Elliott”) will maintain its controlling interest in the Company.
Founded in 2004, Gigamon protects the world’s largest, most complex, and most secure organizations, serving more than 4,000 customers globally. Gigamon has been a long-standing leader in the network performance management market and is an early leader in deep observability solutions that help organizations secure and manage on-premises, virtual, container, and cloud infrastructure across complex networks with greater ease, efficiency, and effectiveness. Gigamon protects customers of all sizes, spanning the world’s top mobile network operators, healthcare providers, global banks, top U.S. federal agencies, and more than 80 Fortune 100 companies.
“Over the past two years, we have established Gigamon as a leading deep observability company, and we see substantial growth opportunities ahead for us,” said Shane Buckley, president and chief executive officer of Gigamon. “Siris is an experienced technology investment firm, and we look forward to fully leveraging the team’s deep industry and operational expertise to propel the many exciting growth opportunities in front of us.
“Over the past seven years, Elliott has been a key partner in our product development initiatives, and now with Siris’ support, we will further bolster our brand presence and reputation as we scale our offerings and expand our geographic reach.”
“Shane and the talented Gigamon executive leadership team have built a remarkable company and culture focused on delivering industry-leading security and network observability solutions, and the Company is ideally positioned to help customers more efficiently secure and manage a multi-cloud and hybrid application infrastructure,” said John McCormack, an executive partner at Siris. “I look forward to working with the Gigamon team and its existing investors as the Company executes on identified strategic growth opportunities and expands its leadership in deep observability.”
“Siris’ significant investment in Gigamon reflects the strength of the Company’s innovative products and global customer base,” said John Borgerding, Gigamon chairman. “We are pleased to be partnering alongside our other investors as we continue to expand the Gigamon cloud business and deep observability offerings.”
“We have long been impressed by Gigamon’s market performance and are thrilled to be partnering with Gigamon and its existing shareholders to drive ongoing success,” said Frank Baker, a co-founder and managing partner of Siris, and Sandeep Guleria, a managing director at Siris. “Gigamon is not only an industry leader in the mission-critical network visibility market, but also is rapidly expanding its deep observability capabilities to maximize network security. We look forward to supporting Gigamon on these important initiatives.”
The transaction closed in December 2023, and financial terms were not disclosed.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives who actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach and manages approximately $7 billion in assets under management as of September 30, 2023, across three institutional funds. www.siris.com.
About Gigamon
Gigamon® offers a deep observability pipeline that efficiently delivers network-derived intelligence to cloud, security, and observability tools. This helps eliminate security blind spots and reduce tool costs, enabling you to better secure and manage your hybrid cloud infrastructure. Gigamon serves more than 4,000 customers worldwide, including over 80 percent of Fortune 100 enterprises, 9 of the 10 largest mobile network providers, and hundreds of governments and educational organizations worldwide. To learn more, please visit www.gigamon.com.
Contacts
Gigamon Media Contact:
public.relations@gigamon.com
Siris Media Contact:
Dana Gorman / Blair Hennessy
H/Advisors Abernathy
dana.gorman@h-advisors.global
blair.hennessy@h-advisors.global
Siris Closes Sale of its 50% Ownership Stake in Constant Contact
Siris Closes Sale of its 50% Ownership Stake in Constant Contact
NEW YORK, Feb. 15, 2024 — Siris Capital Group (together with its affiliates, “Siris”), a leading private equity firm focused on investing and driving value creation in technology companies, today announced the closing of Siris’ sale of its 50% ownership stake in Constant Contact. Clearlake Capital Group and other investors have increased their ownership as a result of this transaction.
Headquartered in Waltham, Massachusetts, Constant Contact provides a cloud-based marketing software platform that enables millions of small businesses and nonprofits globally to create and track personalized marketing campaigns fueled by data-driven insights.
“We invested in Constant Contact in 2021 to reinvigorate a long-standing digital marketing leader following its carve-out from Endurance International Group,” said Tyler Sipprelle, a Partner at Siris. “CEO Frank Vella and the entire Constant Contact team have made significant progress towards this objective, and we look forward to Constant Contact achieving continued success moving forward.”
“Siris specializes in investing in mature technology businesses and supporting them operationally through transitions,” said Frank Baker, a Co-Founder and Managing Partner at Siris. “The carve-out, repositioning, and growth acceleration at Constant Contant, now culminating in the sale of our ownership stake, are a strong testament to the ability of our strategy to create value across market environments.”
BofA Securities served as financial advisor and Sidley Austin LLP served as legal advisor to Siris.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach and manages approximately $7 billion in assets under management as of September 30, 2023 across three institutional funds. www.siris.com.
About Constant Contact
Constant Contact delivers everything small businesses and nonprofits need to build, grow and succeed. With powerful online marketing tools, contact management and sales features, and innovative AI capabilities, Constant Contact makes it easy to attract the right people, engage more customers, close more deals and grow. www.constantcontact.com
SOURCE Siris Capital Group, LLC
Siris Completes Acquisition of BearCom
Siris Completes Acquisition of BearCom
New York and Garland, TX, January 9, 2024 – Siris, a leading private equity firm focused on investing and driving value creation in technology companies, today announced the completion of its previously announced acquisition of BearCom, a premier North American distributor and integrator of voice, video & data solutions, from Bertram Capital. Together, Siris and BearCom will focus on expanding the company’s mission-critical product portfolio and capabilities complemented by an acquisition-focused growth strategy.
“The completion of this transaction positions BearCom to enhance our offerings across sectors and help customers measurably improve safety, security and productivity in their businesses and communities,” said Les Fry, Chief Executive Officer of BearCom. “With Siris’ resources and deep technological expertise on our side, we look forward to scaling our capabilities and pursuing new investment opportunities and acquisitions across key growth areas, including video security, private mobile networks, and event & industrial solutions.”
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
About BearCom
Founded in 1981, BearCom is Motorola’s largest Channel Partner in North America, and a leading provider and integrator of wireless voice, video, and data solutions across the U.S. and Canada. BearCom is headquartered in Garland, Texas.
About Bertram Capital
Bertram Capital is a private equity firm targeting investments in lower middle market companies. Since its inception in 2006, the firm has raised over $3B of capital commitments. In addition to supplying strategic growth capital, Bertram Capital leverages proprietary processes and services, Bertram High 5sm and Bertram Labs, to empower its portfolio companies to unlock their full business potential. The Bertram High 5sm is an operationally focused value creation strategy, which includes management augmentation, operational initiative implementation, complementary business acquisition, sales, and marketing improvements, and leveraging technology and IP. The cornerstone of this strategy is Bertram Labs, its in-house technology team, which drives growth and value through digital marketing, e-commerce, big data and analytics, application development, and internal and external platform optimization. Visit www.bcap.com for more information.
Media Contacts
Siris:
Dana Gorman / Blair Hennessy
H/Advisors Abernathy
dana.gorman@h-advisors.global / blair.hennessy@h-advisors.global
Bertram Capital:
David Hellier
pr@bcap.com
Siris Enters into Agreement to Acquire BearCom, a Premier Distributor and Integrator of Voice, Video and Data Solutions
Siris Enters into Agreement to Acquire BearCom, a Premier Distributor and Integrator of Voice, Video and Data Solutions
Siris’ investment supports BearCom’s commitment to mission-critical wireless communications and helps BearCom pursue opportunities in key growth areas including private mobile networks, video security technology, and event & industrial solutions
New York and Garland, TX, November 27, 2023 – Siris, a leading private equity firm focused on investing and driving value creation in technology companies, today announced a definitive agreement to acquire BearCom, a leading North American solutions provider of wireless communications and security technologies, from Bertram Capital, a middle market private equity firm headquartered in Foster City, California. Terms of the transaction were not disclosed.
Founded in 1981, BearCom has been trusted for decades by customers across North America to provide land mobile radio systems that support critical business and security processes. BearCom has more than 1,000 employees, including 350+ in its service workforce across the United States and Canada. These highly trained technicians deliver engineered product solutions and value-add technical services to ensure safety and security throughout the equipment lifecycle. BearCom supports customers of all sizes across the distribution, manufacturing, chemicals, construction, energy, transportation, and live events industries, as well as the public sector. With more than 60 branch locations, BearCom serves as the world’s largest integrator of Motorola’s two-way radio systems.
Siris’ investment in BearCom will provide the company with additional resources and expertise to help accelerate BearCom’s growing traction in providing video and other physical security technologies, private data networks, and DAS systems to enterprise customers and complex, large-scale live entertainment and industrial events.
“Les and the team have built a compelling company vision and customer-first culture. I am deeply impressed with BearCom’s focus on deploying highly engineered technologies and expertise to deliver end-to-end solutions to customers across industries to improve safety, security and productivity,” said Jeff Jacobson, an Executive Partner at Siris. “I look forward to working with BearCom as it scales its capabilities and operations over the coming years.”
BearCom’s existing commitment to quality and innovation are well-recognized by key industry partners. BearCom has a longstanding Platinum Channel Partner and Service Elite Specialist relationship with Motorola Solutions in recognition of its strong sales performance and high-quality service capabilities. BearCom has also announced partnerships with technology leaders including Amazon Web Services, Athonet by Hewlett Packard Enterprise, Ericsson Cradlepoint, Fujitsu, Boingo, and Evolv Technology.
“BearCom has been on an impressive trajectory in recent years, and Siris’ technology expertise makes it the ideal partner to propel our next chapter of growth,” said Les Fry, Chief Executive Officer of BearCom. “With Siris’ support, we will focus investments on broadening our product portfolio and deepening our service capabilities. I also want to express my gratitude to Bertram Capital for their partnership and support over the past five years.”
“BearCom has an extensive history of addressing customers’ most crucial wireless communications and security needs,” said Tyler Sipprelle, a Partner at Siris. “This mission-critical nature of BearCom’s solutions is a strong fit for Siris’ investment approach, and we look forward to partnering with the BearCom team to help accelerate both organic and inorganic growth.”
The transaction is expected to close around year-end 2023, subject to regulatory approvals and other customary closing conditions.
Sidley Austin LLP served as legal advisor to Siris. Piper Sandler and BlackArch Partners served as financial advisors and Hirschler LLP served as legal advisor to BearCom and Bertram Capital.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
About BearCom
Founded in 1981, BearCom is the leading provider and integrator of wireless voice, video, and data solutions across the U.S. and Canada. BearCom is headquartered in Garland, Texas.
About Bertram Capital
Bertram Capital is a private equity firm targeting investments in lower middle market companies. Since its inception in 2006, the firm has raised over $3B of capital commitments. In addition to supplying strategic growth capital, Bertram Capital leverages proprietary processes and services, Bertram High 5sm and Bertram Labs, to empower its portfolio companies to unlock their full business potential. The Bertram High 5sm is an operationally focused value creation strategy, which includes management augmentation, operational initiative implementation, complementary business acquisition, sales, and marketing improvements, and leveraging technology and IP. The cornerstone of this strategy is Bertram Labs, its in-house technology team, which drives growth and value through digital marketing, e-commerce, big data and analytics, application development, and internal and external platform optimization. Visit www.bcap.com for more information.
Media Contacts
Siris:
Dana Gorman / Blair Hennessy
H/Advisors Abernathy
dana.gorman@h-advisors.global / blair.hennessy@h-advisors.global
Bertram Capital:
David Hellier
pr@bcap.com
Siris Announces the Promotion of Tyler Sipprelle to Partner
Siris Announces the Promotion of Tyler Sipprelle to Partner
NEW YORK, Feb. 2, 2023 — Siris, a leading private equity firm focused on investing and driving value creation in technology companies, is pleased to announce the promotion of Tyler Sipprelle to Partner. Based in New York, Mr. Sipprelle will continue to help lead the Investment Team with the responsibility of sourcing, executing and managing investments with a focus on the business services, internet, telecom services and industrial technology sectors.
“We are extremely proud of Tyler’s accomplishments and are excited to recognize him with this much-deserved promotion,” said Frank Baker, a Co-Founder and Managing Partner of Siris. “Tyler has played a key role in a number of important investments over the past seven years and, importantly, represents our firm’s values. We look forward to witnessing his achievements in the future.”
Mr. Sipprelle’s promotion is reflective of his longstanding commitment to Siris and recognizes his significant contributions and dedication to the ongoing growth and success of the firm’s business. Mr. Sipprelle currently serves as the Investment Team lead and a board member on Siris portfolio companies Constant Contact, EFI and Newfold Digital. He played similar roles in the firm’s past investments in Transaction Network Services and Intralinks.
Prior to joining Siris, Mr. Sipprelle served as an associate at a technology-focused private equity firm and began his career in technology investment banking at Lazard. Mr. Sipprelle earned an M.B.A. from Harvard Business School and was a Baker Scholar. He graduated from Harvard University with an A.B. in Economics.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
SOURCE Siris Capital Group, LLC
Related Links
http://www.siris.com
Newfold Digital Expands Global Commerce Offerings with Acquisition of DLoja Virtual
Newfold Digital Expands Global Commerce Offerings with Acquisition of DLoja Virtual
Jacksonville, FL, February 1, 2023 – Newfold Digital (“Newfold”), a leading web and commerce technology provider, today announced that it has completed its acquisition of Brazilian-based DLoja Virtual, a commerce platform for creating virtual stores in a quick and practical way.
DLoja Virtual, established in 2010 to help small- and medium-businesses in Brazil sell online, offers an easy-to-use online store builder integrated with the most relevant payment gateways and shipment systems in Brazil.
With DLoja Virtual, Newfold Digital will continue expanding its commerce offerings with a product already built for the Brazilian market to support its HostGator Latin America customers.
Expanding its product offerings to meet the commerce needs of its global customers is a top focus for Newfold. The acquisition of DLoja Virtual, and Newfold’s recent launch of award-winning commerce offerings for two of its portfolio brands, Bluehost and Web.com, is a continuation of that focus.
“Our global customers continue to advance their journey from starting with a domain to building a website and deciding they want to launch an online store. Latin America is one of the largest commerce regions in the world and we have an existing and very robust business in Brazil already,” said Sharon Rowlands, CEO of Newfold Digital. “Our customers are looking more and more for commerce offerings, and DLoja Virtual will provide us with a way to bring together the best of our HostGator Latin America business with a new commerce solution that already has the product and capabilities to support customers in Brazil.”
DLoja Virtual allows customers to quickly develop their online store and begin selling their products and services on a robust yet easy-to-use online store builder with integrations with all key payment providers, shipping integrations and other software. DLoja Virtual provides customers with tools to update products, manage their customers, get reports on their online sales and promote their online stores.
About Newfold Digital
Newfold Digital is a leading web and commerce technology company serving nearly 7 million customers globally. Established in 2021 through the combination of leading web services providers Endurance Web Presence and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence that delivers results. With our extensive product offerings and personalized support, we take pride in collaborating with our customers to serve their online presence needs. Learn more about Newfold Digital at Newfold.com.
About DLoja Virtual
DLoja Virtual offers tools and resources for creating virtual stores. In addition to ready-made templates for just changing important information for products and photos of products sold by the customer, it also features integration with Correios, PayPal and other services.
About HostGator
HostGator is a global leader in website building technology. We help projects of all sizes to conquer their space on the internet, providing the right tools and the necessary support for you to develop your website safely.
Newfold Digital Completes Acquisition of MarkMonitor from Clarivate
Newfold Digital Completes Acquisition of MarkMonitor from Clarivate
Strengthens Newfold Digital’s enterprise domain management capabilities
Jacksonville, FL, November 1, 2022 – Newfold Digital (“Newfold”), a leading web and commerce technology provider backed by affiliates of Clearlake Capital Group, L.P. (“Clearlake”) and Siris Capital Group, LLC (“Siris”), today announced that it has completed its acquisition of MarkMonitor™, an industry-leading enterprise-level provider of domain management solutions from Clarivate Plc (NYSE:CLVT), a global leader in providing trusted information and insights to accelerate the pace of innovation.
“As we officially welcome MarkMonitor to Newfold Digital, we simultaneously underscore our commitment to helping businesses of all sizes establish and protect their online presence,” said Sharon Rowlands, CEO of Newfold Digital. “Beyond its expertise in domain management and protection, MarkMonitor brings industry experience and a commitment to security. We will continue to look for further opportunities to address our customers’ online presence needs.”
Evercore acted as financial advisor and Blank Rome LLP acted as legal advisor to Clarivate. Sidley Austin LLP acted as legal adviser and RBC Capital Markets and J.P. Morgan Securities LLC acted as financial advisors to Newfold, with BNP PARIBAS, Deutsche Bank, Mizuho and UBS Investment Bank also providing advice.
About Clarivate
Clarivate™ is a global leader in providing solutions to accelerate the pace of innovation. Our bold mission is to help customers solve some of the world’s most complex problems by providing actionable information and insights that reduce the time from new ideas to life-changing inventions in the areas of Academia & Government, Life Sciences & Healthcare, Professional Services and Consumer Goods, Manufacturing & Technology. We help customers discover, protect and commercialize their inventions using our trusted subscription and technology-based solutions coupled with deep domain expertise. For more information, please visit clarivate.com.
About Newfold Digital
Newfold Digital is a leading web and commerce technology company serving nearly 7 million customers globally. Established in 2021 through the combination of leading web services providers Endurance Web Presence and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence that delivers results. With our extensive product offerings and personalized support, we take pride in collaborating with our customers to serve their online presence needs. Learn more about Newfold Digital at Newfold.com.
About Clearlake
Clearlake Capital Group, L.P. is an investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with management teams by providing patient, long-term capital to businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has over $70 billion of assets under management, and its senior investment principals have led or co-led over 400 investments. The firm is headquartered in Santa Monica, CA with affiliates in Dallas, TX, London, UK and Dublin. More information is available at www.clearlake.com and on Twitter @Clearlake.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Newfold contact details
Media Contact
Nicole Cassis, Vice President, Communications
Nicole.cassis@newfold.com
Clarivate contact details
Media Contact
Amy Bourke Waite, Snr Director, Corporate Communications, Clarivate
newsroom@clarivate.com
Investor Relations Contact
Mark Donohue, Head of Investor Relations
mark.donohue@clarivate.com
Newfold Digital Signs Agreement to Acquire MarkMonitor from Clarivate
Newfold Digital Signs Agreement to Acquire MarkMonitor from Clarivate
Clarivate focusing on enabling corporations and law firms to innovate faster and unlock the true value of IP across patents, trademarks and copyright
MarkMonitor to strengthen Newfold Digital’s enterprise domain management capabilities
London, UK, and Jacksonville, FL, Sept 12, 2022 – Clarivate Plc (NYSE:CLVT), a global leader in providing trusted information and insights to accelerate the pace of innovation, today announced that Newfold Digital (“Newfold”), a leading web and commerce technology provider backed by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Siris Capital Group, LLC (together with its affiliates, “Siris”), has signed a definitive agreement to purchase MarkMonitor™, an industry-leading enterprise-level provider of domain management solutions.
Under the terms of the agreement, Clarivate will receive cash proceeds of approximately $302.5 million. The transaction is expected to close in late 2022 subject to the satisfaction of regulatory approvals and other customary closing conditions.
Gordon Samson, Chief Product Officer of Clarivate, said: “Newfold is a natural fit for MarkMonitor. After the deal closes, we believe the integration of these two companies will create a rich product suite and differentiated web presence offering that brings value to businesses of all sizes. We are confident that MarkMonitor will continue to thrive and deliver even greater services to its customers under Newfold. After this transaction is closed, Clarivate will be better placed to focus even more attention and investment on our core portfolio and everything critical to IP lifecycle management.”
The acquisition of MarkMonitor will underscore Newfold Digital’s continued commitment to providing differentiated web presence solutions to customers across the globe. MarkMonitor, an ICANN-accredited registrar and recognized industry leader since 1999, serves the domain management needs of approximately 2,000 clients globally, with a focus on Fortune 500 companies and other large corporate clients. This will make MarkMonitor a natural extension of Newfold’s portfolio of web technology brands, which includes Network Solutions, the world’s first registrar, Web.com, Bluehost, Register.com and Domain.com.
“As web presence needs continue to grow and evolve, domain management and protection is becoming more important. Companies need reliable partners and solutions that deliver results, and MarkMonitor is well-known for its expertise in serving the domain portfolio needs of some of the most sophisticated digital companies in the world, making it a natural fit for our family of web technology brands,” said Sharon Rowlands, CEO of Newfold Digital.
The MarkMonitor team, led by Head of Domain Management Stu Homan, will join Newfold.
“We’re proud that Newfold recognizes the value of MarkMonitor’s top-tier global domain management service,” Homan said. “The combined capabilities of MarkMonitor and Newfold will deliver and improve on the same great services that our clients have enjoyed and relied upon for years.”
“MarkMonitor will bring a rich history of industry experience and innovative solutions, and we are looking forward to welcoming the team to Newfold,” said James Pade, Partner, Clearlake, and Tyler Sipprelle, Managing Director at Siris, each a director of Newfold.
MarkMonitor is currently expected to generate approximately $80 million of revenue and $35 million of EBITDA for the full year 2022.
Sidley Austin is acting as legal adviser and RBC Capital Markets and J.P. Morgan Securities LLC are acting as financial advisors to Newfold, with BNP PARIBAS, Deutsche Bank, Mizuho and UBS Investment Bank also providing advice. Evercore is acting as financial advisor and Blank Rome LLP is acting as legal advisor to Clarivate.
About Clarivate
Clarivate™ is a global leader in providing solutions to accelerate the pace of innovation. Our bold mission is to help customers solve some of the world’s most complex problems by providing actionable information and insights that reduce the time from new ideas to life-changing inventions in the areas of Academia & Government, Life Sciences & Healthcare, Professional Services and Consumer Goods, Manufacturing & Technology. We help customers discover, protect and commercialize their inventions using our trusted subscription and technology-based solutions coupled with deep domain expertise. For more information, please visit clarivate.com.
About Newfold Digital
Newfold Digital is a leading web and commerce technology company serving nearly 7 million customers globally. Established in 2021 through the combination of leading web services providers Endurance Web Presence and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence that delivers results. With our extensive product offerings and personalized support, we take pride in collaborating with our customers to serve their online presence needs. Learn more about Newfold Digital at Newfold.com.
About Clearlake
Clearlake Capital Group, L.P. is an investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with management teams by providing patient, long-term capital to businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has over $70 billion of assets under management, and its senior investment principals have led or co-led over 400 investments. The firm is headquartered in Santa Monica, CA with affiliates in Dallas, TX, London, UK and Dublin. More information is available at www.clearlake.com and on Twitter @Clearlake.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Newfold contact details
Media Contact
Nicole Cassis, Vice President-Communications
Nicole.cassis@newfold.com
Clarivate contact details
Media Contact
Amy Bourke Waite, Snr Director, Corporate Communications, Clarivate
newsroom@clarivate.com
Investor Relations Contact
Mark Donohue, Head of Investor Relations
mark.donohue@clarivate.com
EFI Fiery Acquires Provider of Production and Design Workflow Software to Accelerate High Value Digital Imaging
EFI Fiery Acquires Provider of Production and Design Workflow Software to Accelerate High Value Digital Imaging
CADlink software is a key enabler for personalized and customized digital print products
FREMONT, Calif., July 05, 2022 – Fiery®, the digital front end (DFE) and workflow business of Electronics For Imaging, Inc. (“EFI™”), today announced that it has acquired CADlink® Technology Corp., an industry-leading software company that delivers solutions for the high growth areas of digital direct-to-garment (DTG) and direct-to-film (DTF) printing; digital cutting and engraving; digital wide-format print; and vehicle wraps. CADlink’s products address increasingly important customer needs for customization and personalization, and for reducing the time spent moving work from design to production.
Based in Ottawa, Canada, CADlink is a global software company that serves markets that require unique workflows involving different types of production devices. CADlink’s products are recognized leaders in design, RIP and workflow technology, and are sold globally to customers through OEM partners and an extensive network of resellers. CADlink’s products, partners and channels are a natural complement to what the Fiery business delivers for its global commercial, display graphics and industrial printing customer base.
CADlink and EFI Fiery each have long histories of investment and leadership in color management, RIP and workflow solutions, as well as in helping customers get the most productivity out of their digital print and imaging systems.
“The synergies between our two companies are tremendous and we look forward to providing customers with more world-class software and support to accelerate their adoption of digital print and imaging,” said Toby Weiss, chief operating officer, EFI Fiery. “This acquisition will directly benefit our customers and it significantly strengthens and expands our presence in growing markets.”
The CADlink software portfolio includes proven, advanced solutions that support the development and growth of e-commerce for custom-manufactured products.
“The technology to produce customized and personalized garments, engraved products, vehicle wraps, and other merchandise has transformed the printing industry and requires capable software to create and layout those designs,” according to industry observer Greg Cholmondeley, principal analyst of Keypoint Intelligence’s production workflow service. “CADlink and EFI are well positioned to integrate the design, layout, RIPing, and printing processes in ways that will be key to meet evolving customer demands.”
“Becoming part of the EFI Fiery business will extend the geographic reach for our products and enhance our ability to support and drive greater value to customers and partners worldwide,” said CADlink Co-founder and CEO Gordon Reynen. “Our team is excited to join the industry leader in DFE, color management and imaging technologies and combine forces to bring more innovation to market for our customers.”
The CADlink team will be joining EFI Fiery and will continue to work from their current offices. Terms of the acquisition were not disclosed.
For more information about EFI’s advanced portfolio of innovative digital printing solutions, visit www.efi.com.
About EFI
EFI™ is a global technology company, leading the worldwide transformation from analog to digital imaging. We understand our customers want breakthrough technologies to lead them through their digital journey. That’s why we’re passionate about driving their business growth with a scalable portfolio of products, solutions, services, support, and world-class partnerships for the manufacturing of signage, packaging, textiles, ceramic tiles, building materials, commercial print, and personalized documents with a wide range of printers, inks, digital front ends, and workflow software. They work together to increase profits, cut costs, improve productivity, and optimize efficiency – job after job, year after year. We’re committed to our customers’ success. (www.efi.com)
NOTE TO EDITORS: The EFI logo and Fiery are registered trademarks of Electronics For Imaging, Inc. in the U.S. and/or certain other countries. EFI is a trademark of Electronics For Imaging, Inc. in the U.S. and/or certain other countries. CADlink is a registered trademark of Electronics For Imaging, Inc. in Canada and may also be a trademark in other countries. All other terms and product names may be trademarks or registered trademarks of their respective owners, and are hereby acknowledged.
Nothing herein should be construed as a warranty in addition to the express warranty statements provided with EFI products and services.
EFI Advances Growth Strategy in High-value Digital Imaging with Inèdit Software Acquisition
EFI Advances Growth Strategy in High-value Digital Imaging with Inèdit Software Acquisition
FREMONT, Calif., June 08, 2022 – Electronics For Imaging, Inc. (“EFI™”), a Siris portfolio company, today announced that it has acquired Inèdit Software S.L., a developer of raster image processors (RIPs) and related software for digital industrial textile printing. The acquisition extends EFI’s strategy to accelerate digital transformation in industrial print through investments that advance the company’s presence and capabilities in Packaging & Corrugated, Display Graphics, Textile, and Building Materials/Décor applications. Inèdit will be integrated into the Reggiani textile business.
“Digital represents the biggest transformational opportunity we have ever seen in industrial printing,” said EFI CEO and Executive Chairman Jeff Jacobson. “We are committed to driving innovation and expanding our offerings through all economic cycles as we address our customers’ critical need to digitize and automate their workflows.”
Delivering powerful digital print workflows for textile
Based in Barcelona, Inèdit will help build on the market leadership of the EFI Reggiani portfolio of digital inkjet printing products for the industrial textile space.
“We are enthusiastic about the expanded business opportunities this acquisition creates by reinforcing EFI Reggiani’s strategic role as a trusted advisor for our customers,” said EFI Reggiani Senior Vice President and General Manager Adele Genoni. “Inèdit’s products and its world-class professional services organization open the door to creating more-complete digital printing workflows that leverage best-in-class digital technologies. Our customers can continue to win new opportunities and grow by establishing higher-volume, higher-quality digital production services in ways that reduce the textile industry’s high carbon footprint.
“Inèdit’s extensive market coverage will be a key point of emphasis to fully leverage the strategic synergies arising from the combination of the EFI Reggiani and Inèdit businesses,” Genoni continued. “It is an acquisition that significantly strengthens our presence in key textile markets.”
Similar to EFI’s Fiery® digital front end and RIP technologies for the digital commercial and industrial printing markets, Inèdit’s neoStampa product is a worldwide leader and recognized benchmark solution for RIPs in digital textile printing. The Inèdit product portfolio features proven, highly advanced workflow solutions for textile profiling, calibration, design integration and much more. Inèdit’s RIP technology is employed across the worldwide textile industry and is a leading RIP used to drive EFI Reggiani digital printers and other digital industrial textile printer brands. As part of EFI Reggiani, Inèdit will continue to support products for a broad range of digital printers.
“Becoming part of the EFI Reggiani business empowers us to develop and deliver an even greater level of end-to-end textile integrated workflow solutions and Industry 4.0-driven automation enhancements that will further drive customers’ productivity, printing performance, profitability and sustainability in textile printing,” said Jose Antonio Caballero, Co-founder and Sales Manager of Inèdit. “Our team is excited to join a company that is a leading innovator in digital textile printing.”
Inèdit’s employees are joining EFI Reggiani but will continue to work from their current offices. Terms of the acquisition were not disclosed.
For more information about EFI’s advanced portfolio of innovative digital printing solutions, visit www.efi.com.
About EFI
EFI™ is a global technology company, leading the worldwide transformation from analogue to digital imaging. We understand our customers want breakthrough technologies to lead them through their digital journey. That’s why we’re passionate about driving their business growth with a scalable portfolio of products, solutions, services, support, and world-class partnerships for the manufacturing of signage, packaging, textiles, ceramic tiles, building materials, commercial print, and personalized documents with a wide range of printers, inks, digital front ends, and workflow software. They work together to increase profits, cut costs, improve productivity, and optimize efficiency – job after job, year after year. We’re committed to our customers’ success. And we definitely believe we have the right people, technology and experience to help them achieve their business goals. (www.efi.com)
NOTE TO EDITORS: The EFI logo and Fiery are registered trademarks of Electronics For Imaging, Inc. in the U.S. and/or certain other countries. EFI is a trademark of Electronics For Imaging, Inc. in the U.S. and/or certain other countries. All other terms and product names may be trademarks or registered trademarks of their respective owners, and are hereby acknowledged.
Nothing herein should be construed as a warranty in addition to the express warranty statements provided with EFI products and services
Constant Contact Closes Acquisition of Vision6
Constant Contact Closes Acquisition of Vision6
Acquisition will expand Constant Contact’s international footprint
WALTHAM, MA and BRISBANE, AUSTRALIA – April 7, 2022 – Constant Contact, a digital marketing platform used by millions of small businesses, backed by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Siris Capital Group, LLC (together with its affiliates, “Siris”), announced today that it has completed its acquisition of Vision6. Terms of the transaction were not disclosed.
“We are pleased to welcome Vision6 to the Constant Contact team, and I look forward to working together to deliver for small businesses, government agencies and nonprofits in Australia,” said Frank Vella, CEO, Constant Contact. “Vision6’s products, people and culture are closely aligned with our own. We are eager to partner with them as colleagues, and I am certain their market knowledge, passion and energy will be instrumental to our global growth and investment plans.”
“This deal enhances Vision6’s ability to support the evolving needs of our customers as a trusted Australian SMS and email marketing software,” said Mathew Myers, co-founder and CEO, Vision6. “We are excited to join the Constant Contact team – they clearly share our passion for innovation and, together, we see an opportunity to accelerate our growth.”
Constant Contact is committed to preserving the data sovereignty Vision6 upholds in Australia. This acquisition will provide Constant Contact the opportunity to expose its portfolio of email marketing, small business CRM, analytics and ecommerce integrations to the Australian marketplace through Vision6.
About Constant Contact
Constant Contact delivers for small businesses and nonprofits with powerful tools that simplify and amplify digital marketing. Whether it’s driving sales, growing a customer base or engaging an audience, we deliver the performance and guidance to build strong connections and generate powerful results. For more information, visit www.constantcontact.com.
About Vision6
As Australia’s most reliable email and SMS marketing software, Vision6 is passionate about helping marketers and agency professionals to get more customers and grow their business. Since 2001, Vision6 is relied upon by thousands of businesses for its industry-leading marketing solution, real person local support, data sovereignty and security. For more information, visit https://www.vision6.com.au/.
About Clearlake
Clearlake Capital Group, L.P. is an investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with management teams by providing patient, long-term capital to businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are industrials, technology, and consumer. Clearlake currently has over $72 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm is headquartered in Santa Monica, CA with affiliates in Dallas, TX, London, UK and Dublin, Ireland. More information is available at www.clearlake.com and on Twitter @Clearlake.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Contacts
For Constant Contact:
Kristen Andrews
pr@constantcontact.com
For Vision6:
Kath Usabal
kusabal@vision6.com.au
For Clearlake:
Jennifer Hurson
Lambert & Co.
845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
Clearlake and Siris-Backed Newfold Digital Expands E-commerce Solutions with the Acquisition of YITH
Clearlake and Siris-Backed Newfold Digital Expands E-commerce Solutions with the Acquisition of YITH
YITH helps customers grow digital storefronts globally as one of the largest providers of WooCommerce plugins
JACKSONVILLE, Fla., March 17, 2022 /PRNewswire/ — Newfold Digital, a leading web and commerce technology provider backed by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Siris Capital Group, LLC (together with its affiliates, “Siris”), has acquired YITH, one of the largest independent sellers and developers of WooCommerce plugins and themes for WordPress, a free and open-source content management system. Terms of the transaction were not disclosed.
With nearly 2.3 million active installs and more than 100 plugins that expertly solve most e-commerce needs, YITH enables customers to build and grow online WooCommerce stores. WooCommerce is the world’s #1 open-source e-commerce software, powering 22% of the top 1 million e-commerce sites in the world.
“For businesses everywhere, e-commerce has become a necessity to compete in today’s marketplace. Our nearly 7 million customers not only need online storefronts, but advanced features to support their specific niches, from advanced product catalog functionality to gift card solutions,” said Sharon Rowlands, CEO of Newfold Digital. “YITH’s impressive library of reliable WooCommerce plugins will help support our customers with their 2022 e-commerce resolutions.”
“Newfold Digital is a leader in WordPress and WooCommerce, and we are excited to join their growing business,” said Nando Pappalardo, CEO of YITH. “Our mission to support online sellers across the globe will continue under Newfold’s leadership and will drive new innovation to match consumer behavior changes. As YITH joins Newfold Digital, we will continue to maintain the plugin library and deliver on our promise of reliability as we have for years.”
“YITH brings a wealth of e-commerce expertise, and we are delighted to welcome the team to Newfold Digital,” said James Pade, Partner at Clearlake, and Tyler Sipprelle, Managing Director at Siris.
About Newfold Digital
Newfold Digital is a leading web and commerce technology company serving nearly 7 million customers globally. Established in 2021 through the combination of leading web services providers Endurance Web Presence and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence that delivers results. With our extensive product offerings and personalized support, we take pride in collaborating with our customers to serve their online presence needs. Learn more about Newfold Digital at Newfold.com.
About YITH
YITH is the first worldwide independent marketplace for WooCommerce plugins. Unlike other marketplaces, YITH designs, develops, maintains and supports its library of over 100 free and premium WooCommerce plugins ensuring reliability year after year. All plugins are developed through a proprietary framework that grants 100% compatibility among plugins and the latest WordPress technologies for advanced features online sellers need to build and grow their business. Learn more about YITH at Yithemes.com.
About Clearlake
Clearlake Capital Group, L.P. is an investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with experienced management teams by providing patient, long-term capital to businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has over $60 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @Clearlake.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Media Contacts
For Newfold Digital:
Emily Watkins
corporatecommunications@newfold.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
Newfold Digital Agrees to Acquire Deluxe’s Australia Web Hosting Operations
Newfold Digital Agrees to Acquire Deluxe’s Australia Web Hosting Operations
JACKSONVILLE, Fla. and MINNEAPOLIS, Mn. – (BUSINESS WIRE) – March 8, 2022 —
Newfold Digital, a leading web and commerce technology company backed by Clearlake Capital Group, L.P. and Siris Capital Group, LLC, today announced it has entered into a definitive agreement with Deluxe (NYSE:DLX), a Trusted Payments and Business Technology™ company, to acquire Deluxe’s Australia web hosting business (Hostopia Australia). The transaction is expected to close in the second quarter of 2022 subject to the satisfaction of customary closing conditions.
The Deluxe Australia web hosting business serves as a trusted hosting provider to more than 50,000 small business customers and hosts 250,000 websites. The acquisition expands Newfold Digital’s presence in the Australian market and will enable the acquired customers to benefit from Newfold Digital’s industry-leading brands, products, and customer support.
“Newfold Digital’s mission is centered on helping businesses of all sizes build and grow an online presence, so we are confident our Australia web hosting customers will be in good hands,” said Garry Capers, President of Cloud Solutions for Deluxe. “Throughout our ongoing transformation, Deluxe has concentrated our efforts on cross selling our many platforms, solutions and services to our four million small business customers and more than 4,000 enterprise and financial customers. To better manage our portfolio of businesses, and to emphasize our cross-sell abilities, it makes sense at this time to sell our Australia hosting operations to further refine our offerings in the North American market.”
“As a global company, we are always looking to grow our footprint and bring our industry-leading brands and customer support to small businesses around the world,” said Ed Jay, President of Newfold Digital. “A trusted web hosting service provider is essential for today’s online businesses, and Deluxe’s Australia web hosting business is an established platform. We are excited to welcome their customers and employees as we build upon our previous acquisitions of CrazyDomains and FreeParking to further enhance our position in the region.”
“We welcome the Deluxe Australia web hosting customers to the Newfold Digital family as we continue to build upon our commitment to providing market-leading web presence solutions across the globe,” said James Pade, Partner at Clearlake, and Tyler Sipprelle, Managing Director at Siris.
About Newfold Digital
Newfold Digital is a leading web and commerce technology company serving nearly 7 million customers globally. Established in 2021 through the combination of leading web services providers Endurance Web Presence and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence that delivers results. With our extensive product offerings and personalized support, we take pride in collaborating with our customers to serve their online presence needs. Learn more about Newfold Digital at Newfold.com.
About Deluxe
Deluxe, a Trusted Payments and Business Technology™ company, champions business so communities thrive. Our solutions help businesses pay and get paid and grow. For more than 100 years, Deluxe customers have relied on our solutions and platforms at all stages of their lifecycle, from start-up to maturity. Our powerful scale supports millions of small businesses, thousands of vital financial institutions and hundreds of the world’s largest consumer brands, while processing more than $2.8 trillion in annual payment volume. Our reach, scale and distribution channels position Deluxe to be our customers’ most trusted business partner. To learn how we can help your business, visit us at www.deluxe.com, www.facebook.com/deluxecorp, www.linkedin.com/company/deluxe, or www.twitter.com/deluxe.
About Clearlake
Clearlake Capital Group, L.P. is an investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with management teams by providing patient, long-term capital to businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has over $60 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris has offices in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. Learn more about Siris at www.siris.com.
Media Contacts:
For Newfold Digital:
Emily Watkins, Newfold Digital
Corporatecommunications@newfold.com
For Deluxe:
Cameron Potts, VP of Corporate Communications
651-233-7735
cameron.potts@deluxe.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman / Blair Hennessy, Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
EFI Focuses Technology Investment Strategy to Capitalize on High-value Digital Imaging Segments
EFI Focuses Technology Investment Strategy to Capitalize on High-value Digital Imaging Segments
FREMONT, Calif., January 05, 2022 – Electronics For Imaging, Inc. is announcing that it will be prioritizing technology investments to accelerate growth in its fast-growing industrial EFI™ Inkjet business to continue to lead the industry in the analog-to-digital transition, as well as in its market-leading Fiery® business. As part of this focused strategy, EFI has completed a sale of its eProductivity Software (“EPS”) packaging and print productivity software business to an affiliate of Symphony Technology Group (“STG”). EFI and EPS will continue to collaborate with their joint customers and partners to ensure mutual success.
This realignment allows EFI to accelerate investment into its Inkjet and Fiery business units to capitalize on the growth opportunities available in existing segments the company serves, as well as drive expansion into markets that are beginning the transformation toward digital.
“We have never been more excited about the opportunity in the industrial inkjet markets and our ability to leverage Fiery, the leading Digital Front End (DFE) technology for digital color printing, to continue to drive the analog-to-digital transformation in all high-value segments of imaging – while increasingly serving new adjacencies including e-commerce, direct-to-garment, and other rapidly growing segments,” said Jeff Jacobson, EFI’s CEO and Executive Chairman. “We are making significant investments to continue to be the clear leader in the Packaging & Corrugated, Display Graphics, Textile, and Building Materials/Decor markets.”
“The potential of the high-growth industrial inkjet markets is the impetus for us to accelerate our investments in market-leading products and services that drive the analog-to-digital transformation. Industrial inkjet imaging is one of the greatest opportunities I have seen in my 35 years in this industry,” Jacobson added. “The sale of the software business provides our industrial inkjet and Fiery teams the focus that will best position them for success.”
Industrial Inkjet: Capturing Unprecedented Opportunity
The industrial inkjet space is ripe with opportunity in existing and adjacent vertical markets. EFI Inkjet will continue to drive its leadership in high-volume, shuttle and single-pass inkjet technology, which the company has currently implemented in award-winning, high-performance products for the Packaging & Corrugated, Display Graphics, Textile, and Building Materials/Decor verticals. EFI will also leverage its industry-leading expertise in hardware, mechanical control software, high-speed electronics, services, cloud-connected devices, and ink innovations to deliver the next generation of versatile, high-volume, superior-quality printers and presses.
Following the realignment, EFI is making investments in R&D to strengthen its position in core markets while entering new categories – including the development of technologies to address new applications for the textile space and for packaging.
“The future of print is digital, and this realignment further solidifies EFI’s technology leadership position and accelerates growing our innovation edge as a provider of the world’s leading digital printers for the Packaging & Corrugated, Display Graphics, Textile, and Building Materials/Decor markets,” said Scott Schinlever, Chief Operating Officer and General Manager, EFI Inkjet. “This sets the stage for our customers to continue to produce more in less time, with less labor, at higher quality, with a reduced environmental impact, and will allow us to drive our level of inkjet knowledge and expertise into promising new market applications.”
Fiery: Driving Digital Print Innovation and Growth
The Fiery business unit, under the continued leadership of Fiery Chief Operating Officer and General Manager Toby Weiss, remains as the world’s premier DFE provider, enabling the high performance required across many vertical markets including packaging, signage and commercial print with advanced Fiery solutions driving high-end printers and presses from many major equipment manufacturers.
“The Fiery portfolio of products incorporates world-class color algorithms, advanced cloud technology, and many other best-in-class proprietary solutions that reduce production time and increase print quality,” said Weiss. “Working in close consultation with our partners, the investments we are making in the future of Fiery technology will foster even stronger solutions – including leading-edge cloud offerings through an EFI IQ™ suite of products that continues to help customers achieve new levels of automation, accuracy and profit potential in digital printing.”
Productivity Software: Investing for Growth under New Ownership
EPS’ new owner, STG, is a leading private equity firm that focuses on investing in software, data analytics, and software-enabled technology services companies, and will support EPS to deliver enhanced value to its packaging and print customers and accelerate global growth. STG completed this acquisition on December 30, 2021. The price and terms of the deal were not disclosed.
Moelis & Company LLC served as exclusive financial advisor, and Sidley Austin LLP acted as legal counsel, to EFI in the sale of EPS. Paul Hastings LLP acted as legal advisor to STG.
EFI’s upcoming Connect users conference will be a joint event for EFI and EPS customers. Leaders from both companies will highlight their technology enhancements and product roadmap strategies during the January 17-21 Las Vegas gathering.
About EFI
EFI™ is a global technology company, based in Silicon Valley, and is leading the worldwide transformation from analog to digital imaging. We are passionate about fueling customer success with products that increase competitiveness and boost productivity. To do that, we develop breakthrough technologies for the manufacturing of signage, packaging, textiles, ceramic tiles, building materials and personalized documents, with a wide range of printers, inks, and digital front ends. (www.efi.com)
Follow EFI online:
Follow us on Twitter: https://twitter.com/EFIPrint
Follow us on Instagram: https://www.instagram.com/efiprint
Find us on Facebook: www.facebook.com/EFIPrint
View us on YouTube: www.youtube.com/EFIDigitalPrintTech
Constant Contact Agrees to Acquire Vision6
Constant Contact Agrees to Acquire Vision6
WALTHAM, MA and BRISBANE, AUSTRALIA – January 10, 2022 – Constant Contact, a digital marketing platform trusted by millions of small businesses, today announced it has signed a definitive agreement to acquire Vision6. The transaction is expected to close in the first quarter of 2022, subject to the satisfaction of customary closing conditions and regulatory approvals. Terms of the transaction were not disclosed.
Vision6 is a trusted SMS and email marketing platform in Australia serving thousands of customers including small businesses, government departments, nonprofits, and marketing agencies. Vision6’s suite of marketing solutions, local customer support and data security enable marketers and agency professionals alike to help customers grow their businesses. The acquisition of Vision6 provides Constant Contact with a platform for growth in the Australian market and will enable Vision6 customers to enjoy the benefits of Constant Contact’s comprehensive digital marketing software platform.
“Both Constant Contact and Vision6 are designed to help small businesses, government agencies and nonprofits connect with their customers and grow their businesses,” said Frank Vella, CEO, Constant Contact. “The acquisition of Vision6 will bring us a strong management team with a deep commitment to serving Australian customers. I look forward to working with the Vision6 team to lead investment and growth within the Australian market.”
“We are honored to join forces with the Constant Contact team to further our shared mission,” said Mathew Myers, co-founder and CEO, Vision6. “Constant Contact is not only a leader, but a pioneer in the industry, and I look forward to leveraging the depth of their solutions to bring increased value to our customers and partners in Australia.”
About Constant Contact
Constant Contact offers a powerful suite of digital marketing software tools that simplify online marketing for small businesses and nonprofits. Whether it’s driving sales, growing a customer base or engaging an audience, we combine the right tools, advice and award-winning support that deliver results. For more information, visit www.constantcontact.com.
About Vision6
As Australia’s most reliable email and SMS marketing software, Vision6 is passionate about helping marketers and agency professionals to get more customers and grow their business. Since 2001, Vision6 is relied upon by thousands of businesses for its industry-leading marketing solution, real person local support, data sovereignty and security. For more information, visit www.vision6.com.
Contacts
For Constant Contact:
Kristen Andrews
pr@constantcontact.com
For Vision6:
Jessica Cavanaugh
jcavanaugh@vision6.com.au
Affiliates of Siris Capital Group complete the acquisition and combination of Equiniti and AST
Affiliates of Siris Capital Group complete the acquisition and combination of Equiniti and AST
- Siris brings strong financial resources and extensive strategic and operational expertise in financial technology to Equiniti and AST
- The combination is expected to create a leading international provider of mission-critical shareholder and other complex regulatory technology
LONDON, U.K., NEW YORK, U.S. — Equiniti Group plc (“EQ” or “the Group”) has announced the completion of its acquisition by Earth Private Holdings. Earth Private Holdings is a newly incorporated company affiliated with Siris Capital Group, LLC (together with its affiliates, “Siris”). Siris also announced the completion of its acquisition of AST and the resulting combination of EQ and AST.
EQ is a leading international provider of shareholder, pension, remediation, and credit technology. EQ has over 5,000 employees and supports 36 million people in 120 countries. EQ serves clients and customers through four divisions: EQ Boardroom, EQ Digital, EQ Paymaster and EQ US. AST is a leading provider of technology-enabled ownership data management, analytics, and advisory products and services to corporate issuers and mutual funds in the U.S. and private companies globally. Siris is a leading private equity firm that invests in technology companies with mission-critical products.
Siris, EQ, and AST each share the belief that there is a strategic fit between EQ’s and AST’s businesses, given their complementary products, services, and customers. The combination is expected to create a leading international provider of mission-critical shareholder and other complex regulatory technology that will be well-positioned to meet the evolving needs of its customers, employees, and other stakeholders. Siris is committed to ensuring that the combined company will be the partner of choice to its customers.
Paul Lynam, CEO of EQ, commented: “As a result of the Siris investment, EQ will have access to the resources it needs to accelerate transformation efforts, enabling the Group to reach its full potential. Siris’ investment should provide greater opportunities for our people and ensure that we continue to be the partner of choice to our customers. I look forward to working closely with Siris and AST as we help the combined business achieve its strategic objectives.”
“The future of our business is bright for both our clients and our employees,” said Martin Flanigan, President & CEO of AST. “The combination of our people, products, and expertise, paired with resources from Siris, will further strengthen our offerings. Together EQ and AST can reach new heights, jointly serving more customers and offering our clients an expanded portfolio of products and services.”
“EQ and AST are proven performers with best-in-class products,” said Michael Hulslander, a Managing Director of Siris. “The combination creates a company with a differentiated portfolio of products and a global footprint that enhances an already attractive customer proposition. We look forward to working closely with management to accelerate growth and innovation.”
John Swainson, an Executive Partner of Siris, added: “I am excited to partner with management to build upon EQ’s and AST’s successful track records. I know Siris is committed to providing the guidance and support needed to help EQ and AST during this next stage of growth as they join together. I look forward to helping build an even stronger business as we focus on opportunities for innovation and growth as a part of the company’s partnership with Siris.”
Greenhill and Goldman Sachs International served as financial advisors to Siris. Wachtell, Lipton, Rosen & Katz and Macfarlanes LLP were retained as (respectively) U.S. and U.K. legal advisors to Siris.
About EQ (Equiniti Group plc)
EQ is a leading international provider of shareholder, pension, remediation, and credit technology. With over 5,000 employees, it supports 36 million people in 120 countries. EQ’s purpose is to care for every customer and simplify every transaction, delivered with less of an impact on the environment.
Find out more https://equiniti.com/
EQ serves clients and customers through four divisions:
EQ Boardroom: Share registration/transfer agent, governance and investor relations advisory, and employee benefits services
EQ Digital: Helping regulated businesses and Government to manage customers through innovative digital solutions
EQ Paymaster: Pensions, annuities, flexible benefits and payroll for the U.K.’s largest public and private sector organisations
EQ U.S.: Transfer agency, equity compensation services and digital solutions for U.S. firms; serving the world’s leading brands since 1929
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris has offices in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
About AST:
AST is a leading provider of ownership data management, analytics and advisory services to public and private corporate issuers and mutual funds in the U.S. and private companies globally. AST offers a comprehensive product set, including transfer agency services, cap table management, employee stock plan administration services, proxy solicitation and advisory services, private company solutions and bankruptcy claims administration services. AST affiliates include D.F. King & Co, Inc., AST Private Company Solutions, Inc. and Donlin, Recano & Company, Inc. Learn more at www.astfinancial.com.
Media Contacts
EQ:
Olivia Peters
Tulchan Communications
+44 20 7353 4200
equiniti@tulchangroup.com
AST:
Brian Hart
Flackable
866.225.0920 ext. 101
brian@flackable.com
Siris:
Dana Gorman
Abernathy MacGregor
1-212-371-5999
dtg@abmac.com
Blair Hennessy
Abernathy MacGregor
1-212-371-5999
bth@abmac.com
Siris Publishes Inaugural Annual ESG Report and Joins the UN-supported Principles for Responsible Investment
Siris Publishes Inaugural Annual ESG Report and Joins the UN-supported Principles for Responsible Investment
New York, November 17, 2021 – Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, is proud to announce that the firm has issued its inaugural Annual ESG Report. As another step in the firm’s commitment to thoughtfully integrate environmental, social and governance (ESG) considerations into its business practices, Siris has also become an official signatory of the United Nations-supported Principles for Responsible Investment (PRI), a global organisation of more than 4,300 signatories with over $121 trillion AUM that are committed to incorporating ESG factors in their investment strategy.
Siris’ approach to responsible investment is driven by the firm’s values rooted in corporate citizenship, and aligns to its investors’ increasing desire for their capital to be deployed responsibly and with sensitivity towards ESG and diversity, equity and inclusion (DE&I) factors. The firm works to integrate ESG considerations into its investment process, and engages with its portfolio companies to help them uphold the same values and standards.
“We are excited to share the progress we have made in our ESG journey. I believe our dedication to continuously improving our ESG practices enhances our ability to successfully execute our mission of delivering value to our investors,” said, Jeffrey Hendren, a Co-Founder, Managing Partner and ESG Committee Co-Chair of Siris. “I am proud of the work we have done to address ESG issues, foster a diverse and inclusive workplace and actively support our communities.”
Fiona Reynolds, PRI CEO, commented, “We are very pleased to welcome Siris as a PRI signatory. It is encouraging to see the private markets – including private equity – increasingly engaging in sustainable investing. We hope that more PE firms will follow Siris’ example in incorporating ESG factors into their ownership and investment decisions. We look forward to working with the team.”
Siris remains focused on holding itself socially responsible as investors, industry leaders and partners with its portfolio companies, and aims for the highest levels of transparency to its investors by reporting and discussing ESG considerations on a regular basis. As part of the firm’s efforts to align its ESG policies to globally recognized frameworks, Siris plans to begin public reporting in accordance with PRI guidelines in 2023.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris has offices in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
About PRI
The PRI works to understand the investment implications of environmental, social and governance (ESG) factors and to support its international network of investor signatories in incorporating these factors into their investment and ownership decisions. The PRI acts in the long-term interests of its signatories, of the financial markets and economies in which they operate and ultimately of the environment and society as a whole. Launched in New York in 2006, the PRI has grown to more than 4,300 signatories, managing over US $121 trillion AUM.
Media Contacts
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
SaaS Leader Bret Griess Joins Siris as Executive Partner
SaaS Leader Bret Griess Joins Siris as Executive Partner
NEW YORK, Nov. 2, 2021 – Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that Bret Griess has joined the firm as an Executive Partner. In close partnership with Siris and the Executive Partner and Advisor team, Mr. Griess will help to identify, validate and execute on Siris investments and drive performance across the Siris portfolio.
Mr. Griess was most recently President and Chief Executive Officer of CSG Systems International, a global leader in revenue management and cloud payments solutions. He was with CSG for nearly 25 years, holding a variety of positions in Operations and Information Technology. Mr. Griess oversaw the development of CSG’s first comprehensive cybersecurity program, introduced the industry’s first public, cloud-based business support solution and led the company through its largest acquisition and contracts, valued at more than $2 billion. Mr. Griess’ proven track record of managing the growth of a customer engagement software provider will be an invaluable asset to Siris as he helps the firm capture value-creation opportunities in vertical services areas across different industry segments.
“Bret’s extensive experience in the technology space – combined with his commitment to turning ideas into impact – will be beneficial for Siris,” said Frank Baker, a Co-Founder and Managing Partner of Siris. “We expect Bret’s success in creating value-added, cloud-based business solutions will help our portfolio companies achieve their goals. We look forward to having Bret on board.”
Mr. Griess currently serves on the Board of Directors of Nebraska Methodist Health System, Midland University, and previously held board positions at the Student Loan Finance Corp and CSG Systems International.
Mr. Griess will join 15 experienced operating executives on the Siris Executive Partner and Advisor team. Executive Partners and Advisors are not employees of Siris, but provide invaluable sourcing and due diligence assistance to the Siris team and help direct strategic and operational improvements post-investment.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris has offices in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
SOURCE Siris Capital Group, LLC
Related Links
http://www.siris.com
Cybersecurity Executive John McCormack Joins Siris as Executive Partner
Cybersecurity Executive John McCormack Joins Siris as Executive Partner
New York, October 18, 2021 – Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that John McCormack has joined the firm as an Executive Partner. In his new role at Siris, Mr. McCormack will collaborate with the firm’s investment team and Executive Partners and Advisors to help evaluate potential investment opportunities for Siris as well as help oversee the operations of its portfolio companies.
Mr. McCormack brings more than 30 years of expertise leading and scaling enterprise businesses in the cybersecurity and internet infrastructure sectors, having served on the Boards of Directors for a number of leading enterprise software organizations, including Ping Identity, App River and Fidelis Cybersecurity. Throughout his career, he has led and realized value-creation activities, including Ping Identity’s initial public offering and AppRiver’s sale to Zix Corp. While serving as the Chief Executive Officer of Forcepoint, Mr. McCormack built the company from a $180 million web filtering business to a global cybersecurity brand that executed a $1 billion sale to a private equity fund and then a $1.9 billion sale to Raytheon. As a Siris Executive Partner, Mr. McCormack will draw upon his extensive management experience as a leader of innovative software companies to help create value across Siris’ investments.
Frank Baker, a Co-Founder and Managing Partner of Siris, commented, “John’s history of leading value-creation initiatives at technology companies across a variety of stages and sizes will be a meaningful addition to the Siris Executive Partner and Advisor team. We expect his deep technology and cybersecurity experience, coupled with his management expertise, to help drive the transformations and continued growth of our portfolio companies. We look forward to John’s many contributions across our investments.”
Mr. McCormack will join 14 experienced operating executives on the Siris Executive Partner and Advisor team. Executive Partners and Advisors are not employees of Siris, but provide invaluable sourcing and due diligence assistance to the Siris team and help direct strategic and operational improvements post-investment.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners and Advisors are integral to its approach. Siris’ Executive Partners and Advisors are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris has offices in New York, Silicon Valley and West Palm Beach, and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Media Contacts
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
Constant Contact Closes Acquisition of SharpSpring
Constant Contact Closes Acquisition of SharpSpring
WALTHAM, Mass. and GAINESVILLE, Fla., Sept. 1, 2021 – Constant Contact, an established leader in online marketing, backed by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Siris Capital Group, LLC (together with its affiliates, “Siris”), announced today that it has completed its acquisition of SharpSpring (“SharpSpring”) (NASDAQ: SHSP).
The transaction, which was originally announced on June 22, 2021, was approved by SharpSpring’s stockholders on August 25, 2021. In connection with the closing of the transaction, SharpSpring will be delisted from NASDAQ.
“We are pleased to welcome the SharpSpring team to Constant Contact and expand our capabilities for current customers and offer a broader set of opportunities for new customers,” said Frank Vella, CEO, Constant Contact. “SharpSpring’s focus on lead management will be an essential element in building Constant Contact’s marketing automation platform to more holistically deliver results for small businesses.”
JMP Securities LLC acted as exclusive financial advisor and Godfrey & Kahn, S.C. acted as legal counsel to SharpSpring. Lazard acted as financial advisor to Constant Contact and Sidley Austin LLP acted as legal counsel to Constant Contact.
About Constant Contact
Constant Contact, an established leader in online marketing, simplifies the complex task of marketing your business, so you can achieve real results and sell more online. Whether it’s setting up an online store, leveraging social and search features to get new customers, or sending great-looking emails with the power to drive more sales, we combine the right tools and advice to help get the results you want. Plus, our award-winning team of marketing advisors is there for each customer, every step of the way. For more information, visit: www.constantcontact.com.
About SharpSpring
SharpSpring (NASDAQ: SHSP) is a rapidly growing, highly-rated, global and affordable revenue growth platform delivered via a cloud-based Software-as-a-Service (SaaS) solution. More than 10,000 businesses around the world rely on SharpSpring platforms to generate leads, improve conversions to sales, and drive higher returns on marketing investments. Known for its innovation, open architecture and free customer support, SharpSpring offers flexible contracts at a fraction of the price of competitors making it an easy choice for growing businesses and digital marketing agencies. Learn more at sharpspring.com.
About Clearlake
Founded in 2006, Clearlake Capital Group, L.P. is an investment firm operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with experienced management teams by providing patient, long term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has approximately $39 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris has offices in New York, Palo Alto, and Palm Beach and has raised nearly $6 billion in cumulative capital commitments. For more information, visit www.siris.com.
Contacts
For Constant Contact:
Kristen Andrews
pr@constantcontact.com
For SharpSpring:
Gateway Investor Relations
SHSP@gatewayir.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
Clearlake and Siris-Backed Newfold Digital Acquires Yoast to Help Customers Get Found Online
Clearlake and Siris-Backed Newfold Digital Acquires Yoast to Help Customers Get Found Online
JACKSONVILLE, Florida, August 12, 2021 – Newfold Digital, a leading web technology provider backed by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”), and Siris Capital Group, LLC, has acquired Yoast, the leading search engine optimization (SEO) plugin provider for WordPress. The acquisition is a part of Newfold Digital’s long-term strategy to connect Newfold Digital customers with world-class web presence tools and services to empower online success in a digital world.
“SEO is a growing need in our customer base and essential to online success, especially as we see more businesses expand their online presence,” said Sharon Rowlands, President and CEO of Newfold Digital. “Yoast is a well-known and respected brand in the WordPress community. We are excited to welcome them to the Newfold family and to help improve SEO and drive visitors to our growing customer base.”
Yoast is a WordPress plugin powering more than 12 million websites. The plugin helps website owners generate more visitors from search engines such as Google and Bing, increase readers’ engagement, and attract more visitors from social media. Additionally, the brand offers a robust online academy with SEO training courses. With Yoast’s expertise, Newfold Digital will look to expand its SEO offerings to better serve the company’s nearly seven million customers.
“We’re excited to join Newfold Digital to continue our mission of SEO for everyone by leveraging the leading global portfolio of web presence brands,” said Marieke van de Rakt, CEO of Yoast. “We are confident that the strength and leadership Newfold Digital provides will help to ensure Yoast remains the most used SEO plugin for WordPress for many years to come and will fuel future innovation.”
Yoast will continue to deliver the same great service as it has for years while joining Newfold Digital’s portfolio of brands including Bluehost, Web.com, Domain.com, and Network Solutions. All Yoast employees, including its leadership team, will join Newfold Digital.
“We are delighted to welcome Yoast to the Newfold Digital family,” said James Pade, Partner, Clearlake, and Tyler Sipprelle, Managing Director at Siris. “We want Newfold Digital to be the partner of choice for online presence companies that want to work with an established leader in the space as they seek their next stage of growth.”
RBC Capital Markets served as financial advisor and Morrison & Foerster LLP acted as legal counsel to Yoast. Raymond James served as financial advisor and Sidley Austin LLP acted as legal counsel to Newfold Digital.
About Newfold Digital
Newfold Digital is a leading web technology company serving nearly seven million customers globally. Established in 2021 through the combination of leading web services providers Endurance Web Presence and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence that delivers results. With our extensive product offerings and personalized support, we take pride in collaborating with our customers to serve their online presence needs. Learn more about Newfold Digital at Newfold.com.
About Yoast
Yoast was founded in 2010 and is one of the fastest-growing companies in the WordPress industry. Yoast SEO, the well-known plugin for WordPress with over 12 million active installs, is the flagship product of Yoast. Based in The Netherlands, Yoast makes it easier for everyone to get great results from their websites. For more information visit yoast.com.
About Clearlake
Founded in 2006, Clearlake Capital Group, L.P. is an investment firm operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with experienced management teams by providing patient, long term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has approximately $39 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Media Contacts
For Newfold Digital:
Emily Watkins
corporatecomms@newfold.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
Clearlake Capital and Siris-Backed Constant Contact Agrees to Acquire SharpSpring
Clearlake Capital and Siris-Backed Constant Contact Agrees to Acquire SharpSpring
Strategic acquisition to maximize growth and audience engagement for small businesses
WALTHAM, Mass. and GAINESVILLE, Fla., June 22, 2021 – Constant Contact, an established leader in online marketing, backed by Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Siris Capital (together with its affiliates, “Siris”), today announced it has signed a definitive agreement to acquire SharpSpring, Inc. (“SharpSpring”) (NASDAQ: SHSP) in an all cash transaction valued at approximately $240 million including outstanding indebtedness.
Under the terms of the agreement, which has been unanimously approved by the members of SharpSpring’s Board of Directors, Constant Contact will acquire all the outstanding common stock of SharpSpring for $17.10 per share in cash. The purchase price represents a 21% premium over SharpSpring’s closing share price of $14.11 as of June 21, 2021. The transaction is expected to close in the third quarter of 2021 subject to customary closing conditions including a SharpSpring stockholder approval.
SharpSpring is a cloud-based revenue growth and marketing automation platform that improves the effectiveness of small business’s (SMBs) marketing strategy. Designed for SMBs, and often delivered by digital marketing agencies, SharpSpring generates leads, improves conversions to sales, and drives higher returns on marketing investments. The integration of SharpSpring will give Constant Contact’s SMB clients the ability to easily and successfully engage customers throughout their journey, helping clients deliver better marketing-driven results.
“Constant Contact and SharpSpring share a mission to help small businesses succeed, and this acquisition represents a powerful opportunity to combine our best-in-class email and ecommerce offerings with SharpSpring’s strong suite of revenue growth and marketing automation tools,” said Frank Vella, CEO, Constant Contact. “Today’s Constant Contact retains the customer-first culture that defined our heritage, and I am excited to expand upon that with a commitment to innovation that will accelerate our growth and build upon the passion and agility that has made our brand a leader in digital marketing for so many years.”
“SharpSpring delivers a highly innovative and feature-rich suite of marketing automation software tools. We welcome the company’s talented workforce to Constant Contact and look forward to a long partnership,” said James Pade, Partner, Clearlake, and Tyler Sipprelle, Managing Director, Siris. “This investment augments Constant Contact’s digital marketing software platform by significantly accelerating its product roadmap and enhancing the tools we offer modern-day marketers in their pursuit of key revenue generating activities.”
“Today is a great day for SharpSpring and our stockholders as this transaction brings immediate and certain value at an attractive premium,” said Rick Carlson, CEO, SharpSpring. “Today is also a great day for our team and our customers, as we partner with a scale platform that brings significant added resources as we strive to deliver even greater value to SMBs. Constant Contact is the authority on digital marketing for small businesses. I am thrilled with the opportunity to bring SharpSpring’s revenue growth platform to Constant Contact’s nearly 500,000 small business customers while also further investing in and building upon SharpSpring’s strong customer and digital marketing agency base.”
For more information regarding the terms and conditions contained in the definitive agreement, please see SharpSpring’s Current Report on Form 8-K, which will be filed in connection with this transaction.
JMP Securities LLC is acting as exclusive financial advisor and Godfrey & Kahn, S.C. is acting as legal counsel to SharpSpring, Inc. Lazard is acting as financial advisor to Constant Contact and Sidley Austin LLP is acting as legal counsel to Constant Contact.
About Constant Contact
Constant Contact, an established leader in online marketing, simplifies the complex task of marketing your business, so you can achieve real results and sell more online. Whether it’s setting up a website and online store, leveraging social and search features to get new customers, or sending great-looking emails with the power to drive more sales, we combine the right tools and advice to help get the results you want. Plus, our award-winning team of marketing advisors is there for each customer, every step of the way. For more information, visit: www.constantcontact.com.
About SharpSpring, Inc.
SharpSpring, Inc. (NASDAQ: SHSP) is a rapidly growing, highly-rated, global and affordable revenue growth platform delivered via a cloud-based Software-as-a-Service (SaaS) solution. More than 10,000 businesses around the world rely on SharpSpring platforms to generate leads, improve conversions to sales, and drive higher returns on marketing investments. Known for its innovation, open architecture and free customer support, SharpSpring offers flexible contracts at a fraction of the price of competitors making it an easy choice for growing businesses and digital marketing agencies. Learn more at sharpspring.com.
About Clearlake
Founded in 2006, Clearlake Capital Group, L.P. is an investment firm operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with experienced management teams by providing patient, long term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials, and consumer. Clearlake currently has approximately $39 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Forward Looking Statements
This press release contains “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. The reader is cautioned not to rely on these forward-looking statements, such as statements regarding the proposed transaction between Constant Contact and SharpSpring, the expected timetable for completing the transaction, future financial and operating results, benefits and synergies of the transaction, future opportunities for the combined company and any other statements about Constant Contact and SharpSpring managements’ future expectations, beliefs, goals, plans or prospects. These statements are based on current expectations of future events, and these include statements using the words such as “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the SharpSpring’s expectations. Risks and uncertainties include, but are not limited to: the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect SharpSpring’s business and the price of its common stock; the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the merger agreement by the stockholders of SharpSpring, and the receipt of certain governmental and regulatory approvals; the effect of the announcement or pendency of the transaction on SharpSpring’s business relationships, operating results, and business generally; risks that the proposed transaction disrupts SharpSpring’s current plans and operations and potential difficulties in SharpSpring’s employee retention as a result of the transaction; risks related to diverting management’s attention from SharpSpring’s ongoing business operations; and the outcome of any legal proceedings that may be instituted against SharpSpring or the purchaser related to the merger agreement or the transaction. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that SharpSpring’s business as described in the “Risk Factors” in SharpSpring’s Annual Report on Form 10-K for the year ended December 31, 2021 and in SharpSpring’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, and other reports SharpSpring files with the SEC. We assume no obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contemplated in the forward-looking statements. Copies of these filings are available online at www.sec.gov and https://investors.sharpspring.com/. SharpSpring assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
Important Information for Investors
In connection with the proposed transaction, SharpSpring intends to file with the SEC a proxy statement (the “proxy statement”) and mail the proxy statement to its stockholders. The Proxy Statement will contain important information about Constant Contact, SharpSpring, the transaction and related matters. INVESTORS AND SECURITY HOLDERS OF SHARPSPRING ARE URGED TO READ CAREFULLY THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE, AND OTHER RELEVANT DOCUMENTS, AND ANY RELATED AMENDMENTS OR SUPPLEMENTS, FILED WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT SHARPSPRING, THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the proxy statement and other documents (when available) that SharpSpring files with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by SharpSpring will be available free of charge on SharpSpring’s investor relations website at https://investors.sharpspring.com/ or by contacting SharpSpring’s Investor Relations Department at SHSP@gatewayir.com.
No Offer or Solicitation
This communication is neither an offer to buy, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law.
Contacts
For Constant Contact:
Kristen Andrews
pr@constantcontact.com
For SharpSpring:
Gateway Investor Relations
SHSP@gatewayir.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com / bth@abmac.com
SOURCE Constant Contact
Koch Equity Development Completes Acquisition of Transaction Network Services
Koch Equity Development Completes Acquisition of Transaction Network Services
WICHITA, Kan., June 1, 2021 — An affiliate of Koch Equity Development LLC, an investment and acquisition subsidiary of Koch Industries, Inc. (collectively, “Koch”), announced that it has completed its previously announced acquisition of Transaction Network Services, Inc. (“TNS”) from affiliates of Siris Capital Group, LLC and TNS’ other minority equity holders.
In connection with the closing of the transaction, TNS, a global infrastructure-as-a-service leader, has become a wholly owned subsidiary of Koch, and will continue to operate under the company’s current management team from its headquarters in Reston, VA.
“TNS appreciates the invaluable support the Siris team provided over the course of our eight-year partnership, and we look forward to continuing our close partnership with Koch as we enter our next stage of growth,” said Mike Keegan, CEO of TNS.
Rothschild & Co and Credit Suisse served as financial advisors to Koch, and Jones Day served as legal advisor to Koch. Evercore, Macquarie Capital and Barclays served as financial advisors to TNS, and Sidley Austin LLP served as legal advisor to TNS.
More information on Koch Equity Development’s acquisition of Transaction Network Services can be found here.
About TNS
TNS is one of the leading global providers of infrastructure-as-a-service solutions for mission-critical applications and a trusted partner to thousands of financial institutions, telecommunications providers and retailers around the world. Doing business since 1990, TNS provides services to customers in over 60 countries across the Americas, Europe and the Asia Pacific region. Across its global managed platform, TNS securely enables billions of daily telephone calls and electronic securities trade as well as over 34 billion annual payment transactions. TNS is also a leading provider of enhanced mobile caller ID and spam/robocall protection services through its subsidiary, Cequint (https://www.cequint.com/). To learn more, please visit www.tnsi.com.
About Koch Equity Development LLC (KED)
With offices in Wichita and London, KED is responsible for M&A activity across Koch Industries, Inc. and the management of a broad principal investment portfolio. Significant principal investments completed include Infor, Getty Images, MI Windows and Doors, Global Medical Response, Meredith/Time Inc., Solera Holdings Inc., and The ADT Corporation. Since 2012, KED has invested more than $30 billion of equity in principal investments and acquisitions.
About Koch Industries, Inc.
Based in Wichita, Kansas, Koch Industries, Inc. is one of the largest private companies in America, with estimated annual revenues as high as $115 billion, according to Forbes. It owns a diverse group of companies involved in refining, chemicals, and biofuels; forest and consumer products; fertilizers; polymers and fibers; process and pollution control systems; electronics, software and data analytics; minerals; glass; automotive components; ranching; commodity trading; and investments. Since 2003, Koch companies have invested nearly $133 billion in growth and improvements. For more news and information, visit www.KOCHind.com.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
SOURCE Koch Equity Development
Siris Announces a Recommended Cash Offer for Equiniti Group PLC
Siris Announces a Recommended Cash Offer for Equiniti Group PLC
THIS PRESS RELEASE SHOULD BE VIEWED IN CONJUNCTION WITH THE ANNOUNCEMENT THAT WAS MADE BY SIRIS PURSUANT TO RULE 2.7 OF THE UK’S CITY CODE ON TAKEOVERS AND MERGERS (THE “RULE 2.7 ANNOUNCEMENT”) EARLIER TODAY, SUBJECT TO THE IMPORTANT NOTICES SET OUT AT THE END OF THIS PRESS RELEASE.
New York – May 27, 2021 – Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that it has reached an agreement with the board of directors of Equiniti Group PLC (“EQ” or the “Company”) on the terms of a recommended cash offer for the entire issued and to be issued share capital of EQ (the “Acquisition”).
It is intended that the Acquisition will be implemented through Earth Private Holdings Ltd (“Bidco”), a newly-incorporated company, owned by funds managed or advised by Siris Capital Group, LLC, by way of a court sanctioned scheme of arrangement of EQ under Part 26 of the United Kingdom’s Companies Act 2006.
Under the terms of the Acquisition, EQ shareholders will be entitled to receive 180 pence in cash for each EQ share. The acquisition values the entire issued and to be issued ordinary share capital of EQ at approximately £673 million on a fully diluted basis.
EQ, a company listed on the Main Market of the London Stock Exchange, is a leading technology-led services and payments specialist with strong market positions in the UK and the U.S. With more than 5,000 employees, the Company supports 36 million people in 120 countries. EQ’s purpose is to care for every customer and simplify every transaction, delivered with less of an impact on the environment.
Bidco values EQ’s leading franchises in EQ Boardroom, EQ US, EQ Digital and EQ Paymaster. Each of these businesses provides both organic and inorganic opportunities that Bidco believes can be accelerated in a private setting by leveraging Siris’s domain expertise, operating resources and strategic capital. Bidco will work closely with the management of EQ following completion of the Acquisition to refine its private company strategy with a long-term perspective to help the Company achieve its full potential. This will include investment in EQ’s existing business to accelerate organic growth through initiatives such as cross-selling from the U.K. into the U.S. From an inorganic perspective, Bidco believes that with the support of Siris, it can execute meaningful near-term acquisitions in EQ’s core markets and adjacent sectors.
Commenting on the Acquisition, Frank Baker, Co-Founder, and Michael Hulslander, Managing Director of Siris, said:
“EQ is a leader, innovator and trusted partner across its mission critical end-markets. We look forward to building on this legacy and supporting the Company as it embarks on a new phase of innovation and industry leadership.”
John Swainson, Executive Partner of Siris, added:
“I have been impressed with EQ’s commitment to delivering best-in-class solutions to its demanding
financial services and enterprise customers. I know that Siris is excited to partner with management to
continue this successful track and help the Company achieve its strategic objectives.”
The Acquisition is conditional on the approval by EQ shareholders of the scheme of arrangement, as well as on customary regulatory approvals and other conditions. The transaction is expected to be completed in the fourth quarter of 2021.
This press release should be read in conjunction with the Rule 2.7 Announcement published under Rule 2.7 of the UK’s City Code on Takeovers and Mergers (the “UK Code”) available on the London Stock
Exchange RNS and website at https://siris.com/equintidocuments. The release, publication or distribution of some or all of these documents in or into certain jurisdictions other than the United
Kingdom may be restricted by law and may affect the availability of the Acquisition to persons who are not resident in the United Kingdom. Please review the Important Notices at the end of this press release
and the Rule 2.7 Announcement for further information.
Greenhill is serving as lead financial advisor and Goldman Sachs International is serving as joint financial advisor to Siris and Bidco.
Wachtell, Lipton, Rosen & Katz and Macfarlanes LLP are retained as (respectively) U.S. and UK legal advisers to Siris and Bidco.
Inquiries:
Abernathy MacGregor (media advisor to Bidco and Siris) +1 212 371 5999
Dana Gorman
Blair Hennessy
About Siris
Siris is a leading private equity firm that invests primarily in technology companies with mission-critical products and services. Siris’ development of proprietary research to identify opportunities and its
extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction
lifecycle to help identify opportunities and drive strategic and operational value. Siris has raised nearly $6 billion in cumulative capital commitments. For more information, visit www.siris.com.
About EQ (Equiniti Group plc)
EQ is an international technology-led services and payments specialist. With over 5,000 employees, it supports 36 million people in 120 countries. EQ’s purpose is to care for every customer and simplify every
transaction, delivered with less of an impact on the environment.
EQ serves clients and customers through four divisions:
- EQ Boardroom: Share registration, governance and investor relations advisory, and employee
benefits services - EQ Digital: Helping regulated businesses and Government to manage customers through
innovative digital solutions - EQ Paymaster: Pensions, annuities, flexible benefits and payroll for the UK’s largest public and
private sector organisations - EQ U.S.: Transfer agency, equity compensation services and digital solutions for U.S. firms; serving
the world’s leading brands since 1929
EQ is a public limited company registered in England and Wales. The EQ Shares are listed on the Premium Segment of the Official List and admitted to trading on the London Stock Exchange’s Main Market for listed securities.
IMPORTANT NOTICES
Terms defined in these notices have the meanings given to them in the Rule 2.7 Announcement published in connection with the Acquisition earlier today under Rule 2.7 of the UK Code, and should be read in
conjunction with the important notices set out in the Rule 2.7 Announcement.
This press release is for information purposes only, and is not intended to, and does not, constitute or form part of, any offer or inducement to sell or an invitation or the solicitation of an offer to purchase,
otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the Acquisition or otherwise, nor shall there be any sale,
issuance or transfer of securities of EQ in any jurisdiction in contravention of applicable law. As explained in the Rule 2.7 Announcement, the Acquisition will be made solely on the terms to be set out in the
Scheme Document (or, if the Acquisition is implemented by way of a Takeover Offer, the Offer Document), which will contain the full terms and conditions of the Acquisition including details of how to vote in
respect of the Acquisition. Any vote in respect of the Scheme or other decision or response in relation to the Acquisition should be made only on the basis of the information contained in the Scheme Document
(or, if the Acquisition is implemented by way of a Takeover Offer, the Offer Document). EQ Shareholders are advised to read carefully the Scheme Document and related Forms of Proxy (or, if applicable, the Offer Document) once these have been dispatched. This press release does not constitute a prospectus or prospectus exempted document.
The release, publication or distribution of the Rule 2.7 Announcement and this press release in or into certain jurisdictions other than the United Kingdom may be restricted by law and may affect the
availability of the Acquisition to persons who are not resident in the United Kingdom. Persons who are not resident in the United Kingdom, or who are subject to laws of any jurisdiction other than the United
Kingdom, should inform themselves about, and observe any applicable requirements. Any person (including, without limitation, nominees, trustees and custodians) who would, or otherwise intends to,
forward the Rule 2.7 Announcement, this press release, the Scheme Document or any accompanying document to any jurisdiction outside the United Kingdom should refrain from doing so and should seek
appropriate professional advice before taking any action.
Any failure to comply with the applicable legal or regulatory requirements may constitute a violation of the laws and/or regulations of any such jurisdiction. To the fullest extent permitted by applicable law, the
companies and persons involved in the Acquisition disclaim any responsibility and liability for the violation of such restrictions by any person.
Further details in relation to Overseas Shareholders will be contained in the Scheme Document.
Notice to US investors
In the event that the Acquisition is implemented by way of a Takeover Offer and extended into the US, Bidco will do so in satisfaction of the procedural and filing requirements of the US securities laws at that
time, to the extent applicable thereto. The Acquisition relates to the shares of an English company and it is proposed to be made by means of a scheme of arrangement provided for under English law. The
Scheme will relate to the shares of an English company that is a “foreign private issuer” as defined under Rule 3b-4 under the US Exchange Act. A transaction effected by means of a scheme of arrangement is not subject to the shareholder vote, proxy solicitation and tender offer rules under the US Exchange Act. Accordingly, the Scheme is subject to the disclosure requirements, rules and practices applicable in the
UK to schemes of arrangement, which differ from the disclosure requirements and practices of US shareholder vote, proxy solicitation and tender offer rules.
Financial statements, and all financial information included in the relevant documentation, will have been prepared in accordance with accounting standards applicable in the UK and may not be comparable to the financial statements of US companies or other companies whose financial statements are prepared in accordance with US generally accepted accounting principles. However, if Bidco were to elect to
implement the Acquisition by means of a Takeover Offer, such Takeover Offer shall be made in compliance with applicable UK and US securities laws and regulations, including the US tender offer rules. Such
Takeover Offer would be made in the US by Bidco and no one else. In addition to any such Takeover Offer, Bidco, certain affiliated companies and the nominees or brokers (acting as agents) may make certain
purchases of, or arrangements to purchase, shares in EQ outside such Takeover Offer during the period in which such Takeover Offer would remain open for acceptance. These purchases may occur either in
the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases or arrangements to purchase shall be disclosed as required in the United Kingdom, shall be reported to a Regulatory Information Service and shall be available on the London Stock Exchange website at www.londonstockexchange.com. If such purchases or arrangements to purchase are made
they would be made outside the United States in compliance with applicable law, including the US Exchange Act.
The receipt of consideration by a US holder for the transfer of its EQ Shares pursuant to the Scheme may have tax consequences in the US and such consequences, if any, are not described herein. Each EQ
Shareholder is urged to consult their independent professional adviser immediately regarding the tax consequences of the Acquisition applicable to them, including under applicable United States state and
local, as well as overseas and other, tax laws.
EQ and Bidco are both incorporated under the laws of England and Wales. Some or all of the officers and directors of EQ are residents of countries other than the United States. In addition, some of the assets of Bidco and EQ are located outside the United States. As a result, it may be difficult for US holders of EQ Shares to enforce their rights and any claim arising out of the US federal laws or to enforce against them a judgment of a US court predicated upon the securities laws of the United Kingdom. US holders of EQ Shares may not be able to sue a non-US company or its officers or directors in a non-US court for violations of the US securities laws. Further, it may be difficult to compel a non-US company and its affiliates to subject themselves to a US court’s judgement.
Forward-looking statements
This press release (including information incorporated by reference in this press release) may contain certain “forward-looking statements” with respect to Bidco or EQ. These forward-looking statements can
be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements often, but do not always, use words such as “anticipate”, “target”, “expect”, “estimate”,
“intend”, “plan”, “goal”, “believe”, “will”, “may”, “should”, “would”, “could” or other words or terms of similar meaning or the negative thereof. Forward-looking statements include statements relating to the
following: (i) future capital expenditures, expenses, revenues, earnings, synergies, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (ii) business
and management strategies and the expansion and growth of Bidco’s, EQ’s, any member of the Bidco Group’s or any member of the EQ Group’s operations and potential synergies resulting from the
Acquisition; and (iii) the effects of global economic conditions and government regulation on Bidco’s, EQ’s, any member of the Bidco Group’s or any member of the EQ Group’s business. These forward-looking
statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or developments to differ materially from those expressed in or implied by such
forward-looking statements.
Such forward looking statements are not guarantees of future performance. By their nature, because they relate to events and depend on circumstances that will occur in the future, these forward-looking
statements involve known and unknown risks, uncertainties that could significantly affect expected results and are based on certain key assumptions and other factors which may cause actual results, performance or developments to differ materially from those expressed in or implied by such forward-looking statements.
These factors include, but are not limited to, the satisfaction of the conditions to the Acquisition, as well as additional factors, such as changes in political and economic conditions, changes in the level of capital
investment, retention of key employees, changes in customer habits, success of business and operating initiatives and restructuring objectives, impact of any acquisitions or similar transactions, changes in
customers’ strategies and stability, competitive product and pricing measures, changes in the regulatory environment, fluctuations of interest and/or exchange rates and the outcome of any litigation.
These forward-looking statements are based on numerous assumptions regarding present and future strategies and environments. You are cautioned not to place any reliance on such forward-looking
statements, which speak only as of the date hereof. All subsequent oral or written forward-looking statements attributable to Siris, Bidco or EQ or any person acting on their behalf are expressly qualified in
their entirety by the cautionary statement above. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from
those described in this press release.
None of Siris, Bidco, EQ, or any of their respective associates or directors, officers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any
forward-looking statements in this press release will actually occur.
Siris, Bidco and EQ assume no obligation to update publicly or revise forward-looking or other statements contained in this press release, whether as a result of new information, future events or otherwise, except to the extent legally required.
No profit forecasts, estimates or quantified benefits statements
No statement in this press release is intended as a profit forecast, profit estimate or quantified benefits statement for any period and no statement in this press release should be interpreted to mean that
earnings or earnings per ordinary share for EQ for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per ordinary share for EQ.
Rounding
Certain figures included in this press release have been subjected to rounding adjustments. Accordingly, figures shown for the same category presented in different tables may vary slightly and figures shown as
totals in certain tables may not be an arithmetic aggregation of the figures that precede them.
Mavenir Announces $500 Million Private Placement with Koch Strategic Platforms
Mavenir Announces $500 Million Private Placement with Koch Strategic Platforms
Richardson, TX and Wichita, KS – April 21, 2021 – Koch Strategic Platforms (“KSP”), a subsidiary of Koch Investments Group, announced today it has signed an agreement for a strategic minority equity investment in Mavenir (the “Company”). Affiliates of Siris Capital Group, LLC (“Siris”), a leading technology focused private equity firm, will remain majority equity holders.
Mavenir is the only U.S. based provider of end-to-end, cloud-native software to meet the growing demand for 5G digital transformation by communication service providers (“CSPs”) and enterprises.
KSP, which focuses on growth equity through four thematic sectors—computing and connectivity, industrial automation, energy transformation, and health care—is a natural partner for Mavenir’s 5G transformational efforts. KSP aims to be a partner beyond capital investment by leveraging the resources and capabilities of Koch Industries to accelerate growth for companies in which it invests, as well as identifying new platforms for Koch.
“We have built a next-generation software platform that has driven, and will continue to drive, the digital transformation of mission-critical networks. Together with KSP and our service provider customers, we expect to bring innovation and 5G to revolutionize industries such as energy, industrial automation, and health care,” said Pardeep Kohli, President and Chief Executive Officer of Mavenir. “Not only do we have the only end-to-end, cloud-native, 5G software platform in the world, but we also have strong and extensive relationships with CSPs and proven deployments of our technology around the globe. With 5G here, Mavenir is well positioned to build the future of networks.”
“We are extremely proud of what Mavenir has achieved to date and excited about partnering with KSP to drive continued innovation,” said Hubert de Pesquidoux, Siris Executive Partner and Executive Chairman of Mavenir. “The combination of Mavenir’s 5G software platform and Koch Industries’ presence in relevant industry verticals will accelerate the Company’s participation in the massive digital transformation opportunity.”
David Park, President of KSP, said, “We’re taking material minority equity positions in innovative, disruptive companies with strong management teams that operate in industries with significant tailwinds. We want to partner with companies that can transform Koch Industries for the future. Mavenir checks all the boxes.”
Frank Baker, Co-Founder of Siris, said, “We have been anticipating the transformation of mobile networks, and that time has arrived. Mavenir is uniquely positioned to lead the 5G transformation given its investment in disruptive products, like OpenRAN, and extensive relationship with over 250 CSPs. We are excited about the partnership with KSP and the strategic growth opportunities that we will tackle together.”
Michael Hulslander, Managing Director at Siris, added, “By strengthening Mavenir’s balance sheet, this investment allows the Company to accelerate innovation in CSP and enterprise networks. We look forward to partnering with KSP to enhance Mavenir’s already exciting trajectory.”
Goldman Sachs & Co. LLC and Guggenheim Securities, LLC acted as financial advisors to Mavenir. Sidley Austin LLP provided legal counsel to Mavenir and Jones Day LLP provided legal counsel to KSP.
About Mavenir:
Mavenir is building the future of networks and pioneering advanced technology, focusing on the vision of a single, software-based automated network that runs on any cloud. As the industry’s only end-to-end, cloud-native network software provider, Mavenir is focused on transforming the way the world connects, accelerating software network transformation for 250+ Communications Service Providers in over 120 countries, which serve more than 50% of the world’s subscribers. For more information, visit www.mavenir.com
About Koch Strategic Platforms:
With offices in Atlanta and Wichita, KSP desires to be the preferred investment partner of growth focused, strategic companies who are innovating in “new economy” industries. Created in 2020, the KSP team pursues public and private investments with companies where long-term mutual benefit can be realized.
About Koch Industries, Inc.:
Based in Wichita, Kansas, Koch Industries, Inc. is one of the largest private companies in America, with estimated annual revenues as high as $115 billion, according to Forbes. It owns a diverse group of companies involved in refining, chemicals, and biofuels; forest and consumer products; fertilizers; polymers and fibers; process and pollution control systems; electronics, software and data analytics; minerals; glass; automotive components; ranching; commodity trading; and investments. Since 2003, Koch companies have invested nearly $133 billion in growth and improvements. For more news and information, visit www.KOCHind.com.
About Siris:
Siris is a leading private equity firm that invests primarily in technology companies with mission-critical products and services. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. For more information, visit www.siris.com.
Contact:
For Koch
Christin Fernandez
Christin.Fernandez@kochps.com
202-853-4099
For Mavenir
Maryvonne Tubb Loren Guertin
Mavenir MatterNow
PR@mavenir.com mavenir@matternow.com
For Siris
Dana Gorman / Blair Hennessy
Abernathy MacGregor
212-371-5999
dtg@abmac.com/ bth@abmac.com
Koch Equity Development Affiliate Enters Agreement to Acquire Transaction Network Services, Positioned For Strategic Growth
Koch Equity Development Affiliate Enters Agreement to Acquire Transaction Network Services, Positioned For Strategic Growth
WICHITA, Kan., April 14, 2021 — An affiliate of Koch Equity Development LLC, the investment and acquisition subsidiary of Koch Industries, Inc. (collectively, “Koch”), announced that it has agreed to acquire Transaction Network Services, Inc. (“TNS”) from affiliates of Siris Capital Group, LLC and TNS’ other minority equity holders. TNS provides secure, mission critical connectivity and interoperability solutions via a global managed network enabling its customers to exchange data and information and transact worldwide. Koch made its initial investment in TNS in January 2016 and this multi-step acquisition follows a similar approach to Koch’s acquisition of Infor in 2020 and Guardian Glass in 2016.
TNS, a global infrastructure-as-a-service leader, will continue to operate under the company’s current management team from its headquarters in Reston, VA. TNS is one of the premier managed network connectivity platforms with a vision to expand its reach to new high growth markets including 5G, ultra-low latency secure trading, EV charging, smart parking, digital payments and other IoT verticals, while continuing to innovate alongside customers in core service offerings supporting payments, financial services and communications. TNS is also the leading provider of mobile call management solutions through its Cequint branded offering, which enables telecommunications carriers to protect consumers with robocall/spam detection, promote reliable personal communications through enhanced caller identity services, and develop branded solutions for trusted interactions between enterprises and consumers.
TNS will help augment Koch’s continued approach to technological transformation. Koch companies have made more than $30 billion in technology-related investments in the past several years, transforming a global portfolio of businesses spanning multiple industries. The investment underscores Koch’s belief in TNS’s commitment to its customers and the company’s network management expertise leveraging TNS’ capabilities globally. Under Koch’s ownership, TNS will have a stable ownership base, and deep access to capital, allowing accelerated focus on both organic and inorganic growth opportunities.
“Today marks the beginning of an exciting new chapter for TNS, our employees and our current and future customers. As a result of this acquisition, we will be able to accelerate our mission of enabling our customers to focus on growing their businesses without worrying about the ever-increasing complexities associated with securely transmitting mission-critical, time sensitive transactional data,” said Mike Keegan, CEO of TNS. “We have enjoyed a close partnership with Koch over the past five years, and this deal is a natural progression of those years of working together. As part of Koch, we will deliver more value to our customers faster with increased investment in new technologies and current and future services which is critical to our long-term growth strategy.”
“Our acquisition of TNS follows over five years of engagement with the company, not only as an investor, but as a customer as well,” said Brett Watson, President of Koch Equity Development. “We are excited to continue supporting the company in its next phase of growth and want to thank the outstanding team at Siris as we conclude our successful partnership.” Matt Hewitt, Director at Koch Equity Development added, “As the world continues to move to a more interoperable, connected future, we are excited about the innovative work TNS is doing to serve its customers around the globe. This is an exemplary team bringing truly differentiated solutions to the marketplace.”
“This transaction recognizes the TNS team’s effort and success executing against a strategic vision to generate profitable growth,” said Robert Aquilina, Chairman of TNS and Siris Executive Partner. “My colleagues at Siris and I are proud to have been part of the journey, and we are confident the company is poised for long-term growth as part of Koch.”
Terms of the deal were not disclosed. The closing is expected to take place in the second quarter of 2021. Rothschild & Co and Credit Suisse served as financial advisors to Koch, and Jones Day served as legal advisor to Koch. Evercore and Macquarie Capital served as financial advisors to TNS, and Sidley Austin LLP served as legal advisor to TNS.
About TNS
TNS is one of the leading global providers of infrastructure-as-a-service solutions for mission-critical applications and a trusted partner to thousands of financial institutions, telecommunications providers and retailers around the world. Doing business since 1990, TNS provides services to customers in over 60 countries across the Americas, Europe and the Asia Pacific region. Across its global managed platform, TNS securely enables billions of daily telephone calls and electronic securities trade as well as over 34 billion annual payment transactions. TNS is also a leading provider of enhanced mobile caller ID and spam/robocall protection services through its subsidiary, Cequint (https://www.cequint.com/). To learn more, please visit www.tnsi.com.
About Koch Equity Development LLC (KED)
With offices in Wichita and London, KED is responsible for M&A activity across Koch Industries, Inc. and the management of a broad principal investment portfolio. Significant principal investments completed include Infor, Getty Images, MI Windows and Doors, Global Medical Response, Meredith/Time Inc., Solera Holdings Inc., and The ADT Corporation. Since 2012, KED has invested more than $30 billion of equity in principal investments and acquisitions.
About Koch Industries, Inc.
Based in Wichita, Kansas, Koch Industries, Inc. is one of the largest private companies in America, with estimated annual revenues as high as $115 billion, according to Forbes. It owns a diverse group of companies involved in refining, chemicals, and biofuels; forest and consumer products; fertilizers; polymers and fibers; process and pollution control systems; electronics, software and data analytics; minerals; glass; automotive components; ranching; commodity trading; and investments. Since 2003, Koch companies have invested nearly $133 billion in growth and improvements. For more news and information, visit www.KOCHind.com.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
SOURCE Koch Equity Development
Clearlake and Siris Affiliates Re-Establish Digital Marketing Industry Pioneer Constant Contact as Standalone Company
Clearlake and Siris Affiliates Re-Establish Digital Marketing Industry Pioneer Constant Contact as Standalone Company
Constant Contact raises $400 million of equity to rapidly accelerate growth through investments in product development, sales talent, and customer support
Constant Contact remains focused on delivering exceptional experiences to businesses looking for smarter ways to interact with their customers
Santa Monica, CA, New York, NY, and Waltham, MA – February 10, 2021 – Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and Siris Capital Group, LLC (“Siris”) announced today a $400 million growth equity investment by their affiliates in cloud-based digital marketing leader Constant Contact, Inc. (“Constant Contact” or the “Company”). The Company will continue to focus on delivering best-in-class solutions to dynamic businesses where targeted, data-driven marketing has become
absolutely essential to their sustained success. As part of the investment, Constant Contact will spin-out from previous owner Endurance International Group Holdings, Inc. (“Endurance”) and move forward as a standalone business.
Headquartered in Waltham, Massachusetts, Constant Contact provides a cloud-based marketing platform that enables SMBs to create and track personalized marketing campaigns fueled by data-driven insights. A one-size fits all approach to marketing is ill-suited for today’s dynamic marketplaces particularly as businesses expand their digital footprints and transform the ways they interact with current and prospective customers. SMB marketers’ increasing reliance on highly personalized messaging delivered through digital channels has resulted in Constant Contact’s solutions being more relevant than ever. The Company’s software solutions facilitate the creation and distribution of professional-quality marketing emails to customers with easy-to-use drag and drop templates to improve customer engagement and help them drive better top-line performance in their own businesses. The comprehensive digital platform will continue to support and transform the ways that SMBs use data to boost their marketing efforts.
The Company boasts a long-standing, loyal customer base with over 470,000 subscribers that send approximately 7.5 billion emails per month as part of almost 2.5 million marketing campaigns. “Constant Contact is an important and trusted partner in my marketing strategy,” said Sonja Rasula, Founder & CEO of Unique Markets, a current Constant Contact customer. “I’m excited about their evolution and increased potential for growth, and what it will mean for the future of my business.”
“Constant Contact is one of the most well respected and recognized franchises in all of digital marketing and is poised to benefit from a number of significant growth drivers in the near-term,” said James Pade, Partner, of Clearlake. “We believe that this investment will provide the management team with significant resources to rapidly bolster the go-to-market organization and make large-scale investments in the product platform.”
“We are thrilled to partner with Constant Contact as the Company focuses on supporting modern-day marketers as they look to enhance key revenue generating activities,” said Tyler Sipprelle, Managing Director, of Siris. “We look forward to working with the Company’s passionate team to extend the Company’s leadership position through both organic and inorganic growth initiatives.”
About Constant Contact
Constant Contact is a leader in digital marketing with a mission to provide people with a smarter way to market an idea, small business or cause online. Our platform has all the right tools, all in one place—from a logo maker and intelligent website builder to establish your brand; to email, social and search marketing tools to help you find new customers and keep them coming back. Paired with award-winning marketing advisors who know marketing across industries inside and out—and provide practical advice at every step of the way—we offer the right approach to online marketing to achieve the results you want. For more information, visit: www.constantcontact.com.
About Clearlake
Clearlake Capital Group, L.P. is a leading investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with world-class management teams by providing patient, long-term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials and consumer. Clearlake currently has approximately $30 billion of assets under management and its senior investment principals have led or co-led over 200 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
###
This press release contains forward-looking statements, including with respect to the anticipated benefits of the transactions. Forward-looking statements can be generally identified by the use of words such as “will,” “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue” or similar terminology. These statements reflect the parties’ current expectations and are not guarantees of future performance or results. These statements are subject to various risks and uncertainties that could cause actual results to differ materially from those contained in, or implied by, the forward-looking statements. These risks and uncertainties include the companies’ ability to recognize the anticipated benefits of the transaction and the risk that revenue opportunities, cost savings, synergies and other anticipated benefits from the transaction may not be fully realized or may take longer to realize than expected. These forward-looking statements speak only as of the date on which the statements were made. None of Siris, Clearlake, Endurance or Constant Contact undertakes any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Media Contacts
For Constant Contact:
Kristen Andrews
Constant Contact
pr@constantcontact.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
+1 845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman
Abernathy MacGregor
+1 212-371-5999
dtg@abmac.com
Blair Hennessy
Abernathy MacGregor
+1 212-371-5999
bth@abmac.com
Clearlake Completes Acquisition of Endurance International Group and Strategic Investment Transactions with Web.com and Affiliates of Siris; Announces Formation of Newfold Digital
Clearlake Completes Acquisition of Endurance International Group and Strategic Investment Transactions with Web.com and Affiliates of Siris; Announces Formation of Newfold Digital
• Endurance Web Presence combines with Web.com to create Newfold Digital, a global web presence market leader
• Constant Contact recapitalized for growth as leading independent provider of cloud-based digital marketing solutions for small businesses
BURLINGTON, MA, JACKSONVILLE, FL, SANTA MONICA, CA and NEW YORK, NY – February 10, 2021 – Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) today announced the completion of its acquisition of Endurance International Group Holdings, Inc. (“Endurance”) in an all-cash transaction valued at approximately $3.0 billion including outstanding indebtedness.
The transaction, which was originally announced on November 2, 2020, was approved by Endurance’s stockholders on January 14, 2021. In connection with the closing of the transaction, Endurance will be delisted from NASDAQ.
COMBINATION OF ENDURANCE WEB PRESENCE WITH WEB.COM TO FORM NEWFOLD DIGITAL
In partnership with Siris Capital Group, LLC (“Siris”), Clearlake also announced the formation of Newfold Digital through the combination of Endurance Web Presence and Web.com Group, Inc. (“Web”). Newfold Digital will be led by Web CEO and President Sharon Rowlands and Web CFO Christina Clohecy.
Endurance Web Presence is a leading provider of web hosting and domain name registration solutions primarily through its Bluehost, HostGator and Domain.com brands. Web is a leading provider of domain name registration and website building solutions primarily through its Network Solutions, Register.com, Web.com and CrazyDomains brands. The combined business, Newfold Digital, will be a leading SMB-focused web presence solutions provider serving approximately 6.7 million customers globally.
“This combination creates an industry leader with tremendous scale and a strong portfolio of marquee brands and product offerings that furthers our commitment to helping SMBs establish themselves online,” said Sharon Rowlands, CEO of Newfold Digital. “We are excited to join forces with the Endurance Web Presence team and want to thank Clearlake and Siris for their continued support as we deliver the highest quality solutions for our customers in pursuit of profitable growth.”
“We are excited to be partnering with Sharon to create a leading web presence platform that will benefit from significant economies of scale to drive growth in an attractive market,” said Behdad Eghbali, Founder and Managing Partner, and James Pade, Partner of Clearlake. “We look forward to utilizing our O.P.S.® framework to unlock the inherent value of the combined businesses and position Newfold Digital for success through organic and M&A initiatives.”
“Sharon and the entire Web team have done an incredible job establishing the company as a market-leading web technology business,” said Frank Baker, Co-Founder of Siris. “This transaction recognizes Web’s strong execution and we expect it will unlock new opportunities for profitable growth,” added Tyler Sipprelle, Managing Director of Siris.
RECAPITALIZATION OF CONSTANT CONTACT
Affiliates of Clearlake and Siris also completed a strategic equity investment in Constant Contact, previously
owned by Endurance, which will now operate as an independent company. Constant Contact is a leading
provider of cloud-based digital marketing software for small businesses, and the new investment will
support Constant Contact’s accelerated growth in the dynamic digital marketing space.
ADVISORS
Rothschild & Co and Lazard acted as financial advisors to Clearlake.
Lazard and Evercore served as financial advisors to Siris on the sale of Web.com. Moelis & Company LLC
served as financial advisor to Siris on the investment in Constant Contact.
Sidley Austin LLP is serving as corporate/M&A counsel and Kirkland & Ellis LLP as financing counsel for
the transaction.
About Newfold Digital
Newfold Digital is a leading web technology company serving nearly seven million customers globally.
Established in 2021 through the combination of leading web services providers Endurance Web Presence
and Web.com Group, our portfolio of brands includes: Bluehost, CrazyDomains, HostGator, Network
Solutions, Register.com, Web.com and many others. We help customers of all sizes build a digital presence
that delivers results. With our extensive product offerings and personalized support, we take pride in
collaborating with our customers to serve their online presence needs. Learn more at www.newfolddigital.
com.
About Clearlake
Clearlake Capital Group, L.P. is a leading investment firm founded in 2006 operating integrated businesses
across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks
to partner with world-class management teams by providing patient, long-term capital to dynamic
businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core
target sectors are technology, industrials and consumer. Clearlake currently has approximately $30 billion
of assets under management and its senior investment principals have led or co-led over 200 investments.
The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and
on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications
companies with mission-critical products and services, facing industry changes or other significant
transitions. Siris’ development of proprietary research to identify opportunities and its extensive
collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are
experienced senior operating executives that actively participate in key aspects of the transaction lifecycle
to help identify opportunities and drive strategic and operational value. Siris is based in New York and
Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
###
This press release contains forward-looking statements, including with respect to the anticipated benefits
of the transactions. Forward-looking statements can be generally identified by the use of words such as
“will,” “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,”
“continue” or similar terminology. These statements reflect the parties’ current expectations and are not
guarantees of future performance or results. These statements are subject to various risks and uncertainties
that could cause actual results to differ materially from those contained in, or implied by, the forward-looking
statements. These risks and uncertainties include the companies’ ability to recognize the anticipated
benefits of the transaction and the risk that revenue opportunities, cost savings, synergies and other
anticipated benefits from the transaction may not be fully realized or may take longer to realize than
expected. These forward-looking statements speak only as of the date on which the statements were made.
None of Siris, Clearlake, Newfold Digital, Web or Constant Contact undertakes any obligation to update or
revise publicly any forward-looking statements, whether as a result of new information, future events or
otherwise.
Copyright 2021 Newfold Digital, Inc. All Rights Reserved. All Trademarks are property of their respective
owners.
Media Contacts
For Newfold Digital:
Ricca Silverio
Finn Partners
+1 415-348-2724
webdotcom@finnpartners.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
+1 845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman
Abernathy MacGregor
+1 212-371-5999
dtg@abmac.com
Blair Hennessy
Abernathy MacGregor
+1 212-371-5999
bth@abmac.com
Clearlake to make Strategic Investment in Web.com
Clearlake to make Strategic Investment in Web.com
Web Presence Market Leader Poised for Accelerated Growth
Santa Monica, CA, New York, NY, and Jacksonville, FL – January 5, 2021 – Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) announced today it has signed an agreement for a strategic investment in Web.com Group, Inc. (“Web.com” or the “Company”). Affiliates of Siris Capital Group, LLC (“Siris”), which acquired the Company in 2018, will remain significant equityholders in the platform together with Clearlake. Financial terms of the transaction were not disclosed.
Headquartered in Jacksonville, Florida, Web.com is a leading platform that enables businesses to establish, maintain, promote, and optimize their online presence. Web.com offers domain registration, hosting, website, and marketing services for businesses globally. For more than 20 years, the Company has provided more than three million customers with competitive online solutions to support their changing business needs and drive results.
“Web.com provides market-leading web presence services in an attractive market segment that is seeing strong growth driven by accelerating digital transformation of small-and-medium sized businesses,” said James Pade, Partner, of Clearlake. “We look forward to partnering with Siris and leveraging Clearlake’s O.P.S.® playbook to accelerate growth.”
“This investment recognizes the strong execution of the Web.com team in providing best-in-class web presence solutions and delivering profitable growth,” said Tyler Sipprelle, Managing Director, of Siris. “Web.com has bright prospects as a global, multi-brand web technology company, and we welcome Clearlake’s support of the business’s future growth.”
About Web.com
Web.com Group is a leading web technology company serving millions of customers around the world. Through our portfolio of brands – Network Solutions, Register.com, Web.com, CrazyDomains – we help customers of all sizes build an online presence that delivers results. Web has the breadth of capabilities and depth of knowledge to be your go-to partner in today’s always-on digital world. With our extensive product offerings and personalized support, we take pride in partnering with our customers to serve their online presence needs. Learn more at www.web.com.
About Clearlake
Clearlake Capital Group, L.P. is a leading investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with world-class management teams by providing patient, long-term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials and consumer. Clearlake currently has approximately $25 billion of assets under management and its senior investment principals have led or co-led over 200 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
Media Contacts
For Web.com:
Alex Sheehan
Finn Partners
+1 415-348-2734
webdotcom@finnpartners.com
For Clearlake:
Jennifer Hurson
Lambert & Co.
+1 845-507-0571
jhurson@lambert.com
For Siris:
Dana Gorman
Abernathy MacGregor
+1 212-371-5999
dtg@abmac.com
Blair Hennessy
Abernathy MacGregor
+1 212-371-5999
bth@abmac.com
Ivanti Acquires MobileIron and Pulse Secure to Deliver Intelligent and Secure Experiences Across All Devices in the Everywhere Enterprise
Ivanti Acquires MobileIron and Pulse Secure to Deliver Intelligent and Secure Experiences Across All Devices in the Everywhere Enterprise
Ivanti Acquires MobileIron and Pulse Secure to Deliver Intelligent and Secure Experiences Across All Devices in the Everywhere Enterprise
The combination cements Ivanti’s position as a global market leader in Unified Endpoint Management, Zero Trust Security, and IT Service Management
SALT LAKE CITY, UT — December 1, 2020 — Ivanti, Inc., which automates IT and security operations to discover, manage, secure and service from cloud to edge, announced it has closed the acquisitions of MobileIron, a leading provider of mobile-centric unified endpoint management solutions, and Pulse Secure LLC, a leading provider of secure access and mobile security solutions. This business combination further solidifies Ivanti, which is backed by Clearlake Capital Group, L.P. and TA Associates, as a global market leader in Unified Endpoint Management (UEM), Zero Trust Security, and IT Service Management (ITSM).
“We are excited to welcome the MobileIron and Pulse Secure teams into the Ivanti family,” said Jim Schaper, Ivanti Chairman and CEO. Our intelligent experience platform will power business through hyper-automation and secure connections on every device, for any user, wherever and however they work. This enables our customers to collaborate and innovate more freely, while reducing the risk of data breaches and enhancing employee experiences. We have a tremendous opportunity ahead of us, and I’m very excited for the future.”
By bringing MobileIron and Pulse Secure into the Ivanti portfolio, organizations will be able to proactively and autonomously self-heal, self-secure, and self-service devices in the everywhere enterprise – in which employees, IT infrastructures, and customers are everywhere – and deliver better user experiences and outcomes. Through zero trust security and contextual automation, Ivanti’s solutions will make IT connections smarter and more secure across remote infrastructure, devices, and people. Ivanti is uniquely positioned to provide a comprehensive level of end-to-end coverage on every device.
Customers will benefit from real-time intelligence into the health, security, and performance of all devices from cloud to edge, enabling them to proactively detect and remediate vulnerabilities before they impact the business. Customers will be able to discover and manage devices, implement secure zero trust access with contextual automation, and deliver personalized employee experiences – improving productivity with better operational speed, cost, and quality of service.
Transaction Highlights
- Under the terms of the agreement with MobileIron, Ivanti acquired all outstanding shares of MobileIron common stock for a total value of approximately $872 million. MobileIron stockholders received $7.05 in cash per share, representing a 27% premium to the unaffected closing stock price as of September 24, 2020.
- MobileIron shareholders approved the acquisition at a special stockholder meeting on November 24, 2020. Over 91% of the voted shares were in favor of the acquisition.
- Pulse Secure was acquired from affiliates of Siris Capital Group, LLC. The terms of the Pulse Secure transaction were not disclosed.
About Ivanti
Ivanti is redefining enterprise security with the industry’s first intelligent experience platform that makes every IT connection smarter and more secure across remote infrastructure, devices, and people through automation. From PCs and mobile devices to virtual desktop infrastructure and the data center, Ivanti discovers, manages, secures and services IT assets from cloud to edge in the everywhere enterprise — while delivering personalized employee experiences. In the everywhere enterprise, corporate data flows freely across devices and servers, empowering workers to be productive wherever and however they work. Ivanti is headquartered in Salt Lake City, Utah and has offices all over the world. For more information, visit www.ivanti.com and follow @GoIvanti.
###
Media contacts:
Erin Jones
Avista Public Relations
Representing Ivanti
+1 704-664-2170
ejones@avistapr.com
Ivanti, backed by Clearlake Capital and TA Associates, announces strategic acquisitions of Mobileiron and Pulse Secure to further automate and secure endpoints
Ivanti, backed by Clearlake Capital and TA Associates, announces strategic acquisitions of Mobileiron and Pulse Secure to further automate and secure endpoints
IVANTI, BACKED BY CLEARLAKE CAPITAL AND TA ASSOCIATES, ANNOUNCES STRATEGIC ACQUISITIONS OF MOBILEIRON AND PULSE SECURE TO FURTHER AUTOMATE AND
SECURE ENDPOINTS
Transformational acquisitions of enterprise mobile management and zero trust security software companies establish Ivanti as a market-leading platform in unified endpoint management, zero trust security, and enterprise service management software solutions
SALT LAKE CITY, UT, MOUNTAIN VIEW, CA and SAN JOSE, CA – September 28, 2020 – Ivanti, Inc. (“Ivanti”), which automates IT and Security Operations to discover, manage, secure and service from cloud to edge, and is backed by affiliates of Clearlake Capital Group, L.P. (together with its affiliates, “Clearlake”) and TA Associates, today announced it has signed definitive agreements to acquire MobileIron Inc. (“MobileIron”), a leading provider of mobile-centric unified endpoint management solutions, and Pulse Secure LLC (“Pulse Secure”), a leading provider of secure access and mobile security solutions.
Under the terms of the agreement with MobileIron, Ivanti will acquire all outstanding shares of MobileIron common stock for a total value of approximately $872 million. MobileIron stockholders will receive $7.05 in cash per share, representing a 27% premium to the unaffected closing stock price as of September 24, 2020. MobileIron’s Board of Directors unanimously approved the deal and recommended that stockholders vote their shares in favor of the transaction.
Pulse Secure will be acquired from affiliates of Siris Capital Group, LLC (together, “Siris”). The terms of the Pulse Secure transaction were not disclosed.
By acquiring MobileIron and Pulse Secure, Ivanti will be delivering on its vision to enable the self-healing autonomous edge with adaptive security and contextualized, personalized experiences for remote workers. The combination of Ivanti, MobileIron, and Pulse Secure will cement Ivanti’s leadership in unified endpoint management, zero trust security, and enterprise service management, which are critical in today’s remote work environment. With today’s announced transactions, Ivanti will enable customers to discover, manage, secure service, and automate across all device types with the Ivanti Neurons hyper-automation platform. Additionally, customers will benefit from the expanded scale, corporate resources, service capabilities and financial flexibility that Ivanti will deliver. Upon completion of the transactions, the combined company will continue to be led by Ivanti chairman and CEO Jim Schaper.
“By combining MobileIron and Pulse Secure with Ivanti, we are creating a leader in the large and growing unified endpoint management, security, and enterprise service management markets. We now have the most comprehensive set of software solutions that address the growing market demand for the future of work, where working from anywhere on any device type is the new normal,” said Mr. Schaper. “With the integration of our industry knowledge and complementary product offerings, Ivanti will be well-positioned to provide our expansive customer base with the critical tools needed to tackle IT challenges in the new normal. We welcome MobileIron’s and Pulse Secure’s employees, customers, and partner network to the Ivanti family and thank Clearlake and TA Associates for their strong support in enabling these transformational transactions.”
“We are thrilled to join forces with Ivanti and Pulse Secure in a combination that will accelerate our ability to help organizations quickly and securely embrace the future of work, in which employees, IT infrastructure and customers are everywhere – and mobile devices provide access to everything,” added Simon Biddiscombe, CEO of MobileIron. “Bringing our solutions together will enable organizations to easily secure users, devices, data and access in the Everywhere Enterprise. We’re confident that this transaction will deliver comprehensive security for the next generation workforce, provide enhanced opportunities for our team of employees, and better serve our customer base. Additionally, we believe this combination represents the best path forward for our stockholders and MobileIron.”
“Over the course of Pulse Secure’s evolution, we have established ourselves as a leading provider of secure access solutions to enterprises and service providers, with a dedicated group of employees, a focused strategy complemented by strong execution and an integrated portfolio of offerings designed to improve customers’ productivity, provide them with greater visibility and improve their compliance posture,” added Sudhakar Ramakrishna, CEO of Pulse Secure. “Siris has been a committed partner working side-by-side with us throughout our journey, and we are grateful for the team’s support and added value to our business. As it relates to the future of work, Ivanti shares our belief that ‘Remote is the New Normal’ and our commitment to building Secure Access solutions that offer simple and unified user experiences. We are excited to join the Ivanti family alongside MobileIron and look forward to utilizing the resources that Clearlake and TA Associates provide to further establish our position as a Secure Access leader for Hybrid IT environments in a world of Zero Trust.”
“We are pleased with this culmination of our investment in, and partnership with, Pulse Secure,” added Hilton Romanski, Partner of Siris. “Sudhakar and the rest of the Pulse Secure management team have done an exemplary job of building a world-class, market leading security business from the foundational technology that Siris originally acquired. Pulse Secure’s uncompromising ability to meet customer needs resulting from digital business and pandemic-related demand for distributed work, while simultaneously executing its long-term growth strategy, is a clear testament to the quality and expertise of the company and its leadership team. We look forward to seeing Ivanti continue to drive Pulse Secure’s growth and expansion with the backing of Clearlake and TA Associates.”
In August, Ivanti, a portfolio company of Clearlake, announced a new strategic investment from TA Associates. The investment from TA Associates, along with new capital from Clearlake, will be used to accelerate Ivanti’s growth. Clearlake and TA partnered to fund the strategic acquisitions. UBS Investment Bank advised Clearlake and Ivanti in the transaction, and Shea & Company, LLC advised TA Associates on the strategic investment in Ivanti.
“The transformational combination of Ivanti, MobileIron, and Pulse Secure brings together three complementary, market leading businesses to bolster Ivanti’s position as a security software market leader,” said Behdad Eghbali, Founder and Managing Partner, and Prashant Mehrotra, Partner, of Clearlake. “The combined business will have the scale, breadth of capabilities, and resources to extend its leadership position and to offer a complete product portfolio addressing the critical IT needs of its clients. We are excited to continue utilizing our O.P.S.® framework to support Jim Schaper and the rest of the Ivanti management team as they execute on their strategy of aggressive organic and inorganic growth.”
“The union between Ivanti, MobileIron, and Pulse Secure creates a unique platform with significant capabilities and a highly experienced management team, and enhances the resources available to invest in the next generation of products,” said Hythem El-Nazer and Harry Taylor, Managing Directors of TA Associates. “We were excited to announce TA Associates’ investment in Ivanti in August, and look forward to our ongoing partnership with Clearlake and Jim Schaper to execute on our shared aggressive growth plan for the company.”
Morgan Stanley Senior Funding, Inc., BofA Securities, UBS Investment Bank, and BMO Capital Markets are providing debt financing for the acquisitions. UBS Investment Bank, BofA Securities, Morgan Stanley & Co. LLC and BMO Capital Markets advised Ivanti in connection with the acquisitions of MobileIron and Pulse Secure. Sidley Austin LLP provided legal counsel for the acquisitions and Kirkland & Ellis LLP provided legal counsel for the financing for Ivanti. Barclays acted as the exclusive advisor to MobileIron. Pulse Secure and Siris were advised by Goldman Sachs & Co. LLC in the sale. The closings of the transactions are subject to customary conditions, including regulatory and MobileIron stockholder approvals.
About Ivanti
Ivanti automates IT and Security Operations to discover, manage, secure and service from cloud to edge. From PCs to mobile devices, VDI, and the data center, Ivanti discovers IT assets on-premises, in cloud, and at the edge, improves IT service delivery, and reduces risk with insights and automation. The company also helps organizations leverage modern technology in the warehouse and across the supply chain to improve delivery without modifying backend systems. Ivanti is headquartered in Salt Lake City, Utah and has offices all over the world. For more information, visit www.ivanti.com and follow @GoIvanti.
About MobileIron
MobileIron is redefining enterprise security with the industry’s first mobile-centric security platform for the Everywhere Enterprise. In the Everywhere Enterprise, corporate data flows freely across devices and servers in the cloud, empowering workers to be productive anywhere they need to work. To secure access and protect data across this perimeter-less enterprise, MobileIron leverages a zero trust approach, which assumes bad actors are already in the network and secure access is determined by a “never trust, always verify” model. More information is available at www.mobileiron.com.
About Pulse Secure
Pulse Secure provides easy, comprehensive software-driven Secure Access solutions for people, devices, things and services that improve visibility, protection and productivity for our customers. Our suites and SaaS platform uniquely integrate cloud, mobile, application and network access to enable hybrid IT in a Zero Trust world. Over 24,000 enterprises and service providers across every vertical entrust Pulse Secure to empower their mobile workforce to securely access applications and information in the data center and cloud while ensuring business compliance. Learn more at www.pulsesecure.net.
About Clearlake
Clearlake Capital Group, L.P. is a leading investment firm founded in 2006 operating integrated businesses across private equity, credit and other related strategies. With a sector-focused approach, the firm seeks to partner with world-class management teams by providing patient, long-term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are technology, industrials and consumer. Clearlake currently has approximately $25 billion of assets under management and its senior investment principals have led or co-led over 200 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @ClearlakeCap.
About TA Associates
TA Associates is a leading global growth private equity firm. Focused on targeted sectors within five industries – technology, healthcare, financial services, consumer and business services – TA invests in profitable, growing companies with opportunities for sustained growth, and has invested in more than 500 companies around the world. Investing as either a majority or minority investor, TA employs a long-term approach, utilizing its strategic resources to help management teams build lasting value in high quality growth companies. TA has raised $33.5 billion in capital since its founding in 1968 and is committing to new investments at the pace of over $2 billion per year. The firm’s more than 85 investment professionals are based in Boston, Menlo Park, London, Mumbai and Hong Kong. More information about TA Associates can be found at www.ta.com.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com.
###
Media Contacts
For Ivanti:
Amberly Janke
Ivanti
+1 801-727-5157
Erin Jones
Avista Public Relations
704-664-2170
For Clearlake:
Jennifer Hurson
Lambert & Co.
+1 845-507-0571
For TA Associates:
Marcia O’Carroll
TA Associates
617-574-6796
Phil Nunes
BackBay Communications
617-391-0792
phil.nunes@backbaycommunications.com
For Siris:
Dana Gorman
Abernathy MacGregor
+1 212-371-5999
Blair Hennessy
Abernathy MacGregor
+1 212-371-5999
How to Find Further Information
This communication does not constitute a solicitation of any vote or approval in connection with the proposed acquisition of MobileIron, Inc. (“MobileIron”) by Ivanti, Inc. (the “Merger”). In connection with the proposed Merger, MobileIron will file a proxy statement with the Securities and Exchange Commission (“SEC”), which MobileIron will furnish with any other relevant documents to its stockholders in connection with the special meeting of the stockholders to vote on the Merger. BEFORE MAKING ANY VOTING DECISION, WE URGE STOCKHOLDERS TO READ THE PROXY STATEMENT (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MOBILEIRON AND THE PROPOSED MERGER. The proposals for the Merger will be made solely through the proxy statement. In addition, a copy of the proxy statement (when it becomes available) may be obtained free of charge from Investor Relations Department at MobileIron, Inc., 490 East Middlefield Road, Mountain View, CA 94043. Security holders also will be able to obtain, free of charge, copies of the proxy statement and any other documents filed by MobileIron with the SEC in connection with the proposed Merger at the SEC’s website at http://www.sec.gov, and at the companies’ website at www.mobileiron.com.
Disclaimer
This press release contains forward-looking statements (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended), including forward-looking statements regarding Ivanti’s proposed acquisitions of MobileIron and Pulse, and any statements other than statements of historical fact could be deemed to be forward-looking statements and involve a number of risks and uncertainties. These forward-looking statements include, among other things, statements regarding the expected consummation of the transactions described herein, the future business and financial performance of Ivanti, MobileIron and Pulse, and the expected benefits of the proposed transactions and other statements identified by words such as “will”, “expect”, “believe”, “anticipate”, “estimate”, “should”, “could”, “would”, “may”, “intend”, “plan”, “potential”, “target”, “predict”, “project”, “aim”, “opportunity”, “tentative”, “positioning”, “designed”, “create”, “seek”, “ongoing”, “upside”, “increase” or “continue” and variations or other similar words, phrases or expressions. These statements are based on Ivanti’s, MobileIron’s and Pulse’s current expectations and beliefs, as well as assumptions made by, and information currently available to, Ivanti, MobileIron and Pulse, many of which are outside of their control. Actual results and future events may differ materially due to risks and uncertainties, including risks related to the failure of the consummation of the transactions (including as a result of the failure to obtain required regulatory and stockholder approvals or satisfy any of the other closing conditions to the transactions), Ivanti’s failure to obtain the financing required to complete the transactions, Ivanti, MobileIron and/or Pulse’s failure to successfully integrate their businesses after the closing of the transactions, Ivanti, MobileIron and/or Pulse’s liquidity and ability to fund operating and capital expenses, risks related to potential delays or failures and increased competition in development, production and commercialization of Ivanti, MobileIron and/or Pulse’s products and services, risks related to Ivanti, MobileIron and/or Pulse’s failure to retain customers, suppliers and/or employees, Ivanti, MobileIron and/or Pulse’s reliance on third parties, and other risks detailed from time to time in filings MobileIron makes with the Securities and Exchange Commission, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Ivanti, MobileIron and Pulse disclaim any obligation to update information contained in these forward-looking statements, whether as a result of new information, future events, or otherwise.
Participants in the Solicitation
The directors and officers of MobileIron may be deemed to be participants in the solicitation of proxies in connection with the approval of the proposed Merger. Information regarding MobileIron’s directors and officers and their respective interests in MobileIron by security holdings or otherwise is available in its most recent Annual Report on Form 10-K filed with the SEC and its most recent definitive Proxy Statement on Schedule 14A filed with the SEC. Additional information regarding the interests of such potential participants is or will be included in the proxy statement and other relevant materials to be filed with the SEC, when they become available, including in connection with the solicitation of proxies to approve the proposed Merger.
TPx Announces Completion of its Acquisition by Affiliates of Siris Capital Group, LLC
TPx Announces Completion of its Acquisition by Affiliates of Siris Capital Group, LLC
Investment Will Support Enterprise Managed Services Growth
TPx Outlines New Leadership Appointments
LOS ANGELES, February 12, 2020 — TPx Communications, a premier managed services provider, whose award-winning product line includes unified communications, contact center, managed security, managed WAN, other managed IT services, and network connectivity solutions, announced today the completion of its acquisition by affiliates of Siris Capital Group, LLC (“Siris”), a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies.
For more than two decades, TPx has delivered critical communications services to business, government, and not-for profit customers, today serving approximately 25,000 enterprises with more than 50,000 locations across the United States.
In conjunction with the close of the acquisition, Richard A. Jalkut, TPx’s Chief Executive Officer and Chairman, announced his retirement. Siris Executive Partner Joseph A. Cozzolino will serve as Executive Chairman of the Board of TPx and as Interim CEO. Mr. Cozzolino will lead the process to identify and select a permanent CEO with the appropriate experience and qualifications to drive TPx’s next phase of growth.
With more than 30 years of experience in the technology and telecommunications industry, Mr. Cozzolino brings a wealth of knowledge and B2B services expertise, with deep experience in enterprise voice, data, communications, security and managed services. Prior to joining Siris, Mr. Cozzolino served as SVP and Worldwide General Manager at Cisco, where he was responsible for growing Cisco’s $12.7 billion global services business. In previous roles at Motorola Mobility, he successfully delivered on strategic growth initiatives and drove large-scale turnarounds and strategic transformations.
“As part of the Siris family of companies, TPx will have the enhanced support and resources it needs to lead in the fast-growing addressable market for UCaaS, CCaaS, and managed IT services, including security,” said Mr. Cozzolino. “I know Siris is excited and eager to help accelerate TPx’s growth, building on its industry-leading customer satisfaction, tremendous range of award-winning products, and its large, diversified customer base. As Executive Chairman and Interim CEO, I look forward to supporting the company’s continued growth and helping the team achieve its strategic objectives.”
Commenting on the leadership transition, Mr. Cozzolino said, “Dick has done a truly extraordinary job leading the transformation of TPx from a small regional telecom provider to a premier national managed services leader. We appreciate his excellent stewardship of TPx and thank him for his significant contributions to this business over the years.”
TPx also announced that Brent Novak will assume the role of Chief Financial Officer. Mr. Novak succeeds Tim Medina, who will be stepping down from the CFO role to pursue other interests. Mr. Novak brings more than 25 years of financial leadership to the role, including 14 years at Ixia, a leading network validation and monitoring company, where as CFO he partnered with the CEO and other senior executives on key strategic, operational, and growth initiatives. Mr. Novak has an extensive background in corporate finance, accounting, treasury, financial planning and analysis, mergers and acquisitions, tax, and strategic planning.
Additionally, TPx announced that Greg Daily will lead the sales and customer success organizations in the newly created role of Chief Revenue Officer. Greg brings thirty years of diverse and relevant technology and telecom experience to TPx. He has built, managed, transformed, and optimized national and international sales organizations, and is well positioned to lead TPx’s go-to-market and customer success efforts in its next phase of growth.
“TPx has a fantastic reputation and is well-positioned to accelerate growth with its award-winning product UCx and MSx product lines,” Mr. Cozzolino said. “I want to welcome Brent and Greg to the TPx family and I look forward to partnering with them and the rest of the executive team on this incredible opportunity to take TPx to the next level.”
Financing & Advisors
Sidley Austin LLP served as corporate counsel, Kirkland & Ellis LLP served as financing counsel, and PJT Partners served as lead financial advisor to Siris in connection with the transaction. Macquarie Capital also served as a financial advisor to Siris. Evercore served as lead financial advisor to TPx. Q Advisors also served as a financial and strategic advisor to TPx, and Gibson, Dunn & Crutcher LLP served as TPx’s legal counsel. Morgan Lewis and Bockius served as TPx’s regulatory counsel.
About TPx
Founded in 1998, TPx is a leading provider of UCaaS, Managed IT services and Managed Connectivity services, with approximately 25,000 customers with more than 50,000 customer locations across the U.S. TPx has best-in-class customer service embedded in its corporate DNA, offering guaranteed performance to all customers wherever there’s a broadband connection. TPx customers serve every business sector and include many government and not-for-profit enterprises. For more information, visit www.tpx.com or follow @TPxComm on Twitter.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
Media Contacts
TPx:
Khali Henderson
BuzzTheory (for TPx)
1-480-999-5297
khenderson@buzztheorystrategies.com
Siris:
Dana Gorman
Managing Director, Abernathy MacGregor
1-212-371-5999
dtg@abmac.com
Blair Hennessy
Senior Vice President, Abernathy MacGregor
1-212-371-5999
bth@abmac.com
eNett International Signs Definitive Agreement to be Acquired by WEX
eNett International Signs Definitive Agreement to be Acquired by WEX
Singapore, January 24, 2020: eNett International, a leading provider of integrated B2B payment solutions for the travel industry, has entered into a definitive agreement to be acquired by WEX Inc. (NYSE: WEX), a leading financial technology service provider. The transaction also includes the acquisition of Optal, a shareholder of eNett and the primary issuer of eNett payments.
Travelport has held a majority ownership stake in eNett as part of a joint venture with Optal since 2009. In May 2019, Travelport was acquired by affiliates of Siris Capital Group, LLC (“Siris”) and Elliott Management Corporation’s private equity affiliate, Evergreen Coast Capital Corp. (“Evergreen”).
“eNett is thrilled to be entering into this new chapter of offering innovative payments solutions for travel companies globally as part of WEX,” said Anthony Hynes, Managing Director and CEO of eNett. “Customers will benefit from our shared commitment to the delivery of exceptional levels of service, a more comprehensive product suite, and expanded global reach.”
“We couldn’t be more excited to welcome eNett and Optal to WEX,” said Melissa Smith, WEX CEO and Chair. “We have a deep respect for these companies. The combination of our unique and complementary product suite, talented employees, and international expertise creates a powerhouse in the global travel industry.”
“Siris and our partners at Evergreen recognize the strong commitment by Anthony and the eNett management team to execute on their strategic vision to establish eNett as a leader in B2B payment solutions for the global travel industry,” said Frank Baker, a Co-Founder and Managing Partner of Siris. “We are confident that this transaction will help eNett and Optal accelerate growth and create long-term value for all stakeholders, including customers, partners, and employees.”
Pursuant to the terms of the agreement, WEX will acquire eNett and Optal for a total consideration of approximately US $1.7 billion, comprising approximately US $1.275 billion in cash and approximately two million shares of WEX common stock. The WEX common stock issued in connection with the transaction is valued at approximately US $425 million, based on WEX’s volume-weighted average price over the past 30 trading days prior to signing.
The transaction is subject to regulatory approval and other customary closing conditions and is expected to be completed mid-year 2020.
Credit Suisse Securities (USA) LLC and LionTree Advisors are serving as financial advisors, and Wachtell, Lipton, Rosen & Katz is serving as legal counsel, to eNett.
For more information, refer to WEX’s media release here.
About eNett International
We’re B2B payments game changers. Our products are innovative. Our service is fast. Our customers’ transactions are safe. And we’re easy to deal with.
We listen to our customers and fix things that should work better. Our payment solutions provide a better experience and help them grow.
eNett’s Virtual Account Numbers (VANs) allow travel agencies to generate a unique 16-digit Mastercard number used to pay travel suppliers quickly, efficiently and with less risk. A unique number is used for each booking or payment transaction, so VANs are a secure way to pay and be paid. And they’re welcome anywhere Mastercard is accepted online.
We’re majority owned by Travelport, and our VANs are seamlessly integrated into its Travel Commerce Platform.
Further enhanced by our global banking services partner and shareholder Optal, eNett’s fast, easy and safe payments solutions are solving the payments challenges of leading travel agencies around the globe.
eNett International press contact:
Affiliates of Siris Enter into Agreement to Acquire TPx Communications
Affiliates of Siris Enter into Agreement to Acquire TPx Communications
Investment to Help Accelerate TPx’s Robust Growth in Enterprise Managed Services Market
NEW YORK and LOS ANGELES, August 19, 2019: Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that affiliates of Siris have entered into a definitive agreement to acquire U.S. TelePacific Holdings Corp. dba TPx Communications (“TPx”), the premier managed services provider, from investors including affiliates of Investcorp and Clarity Partners. Terms of the transaction were not disclosed.
With a 21-year history of delivering critical business communications services, TPx today provides an award-winning product line that includes unified communications, contact center, managed security, managed WAN, other managed IT services and network connectivity solutions. Serving approximately 30,000 business, government and not-for-profit customers with more than 50,000 locations across the U.S., TPx designs and delivers the comprehensive, performance-guaranteed solutions that enable customers to effectively grow and manage their enterprises.
Siris’ acquisition of TPx will provide the company with the resources it needs to continue the rapid growth it is realizing in the fast-growing addressable market for UCaaS, CCaaS and managed IT services, as well as supporting its continued delivery of industry-leading customer satisfaction to its large and diversified customer base.
“TPx has created a tremendous growth story over the past decade and we’re going to keep that narrative going strong,” said Dick Jalkut, Chairman of the Board and Chief Executive Officer of TPx. “Adding Siris’ experience and expertise in the UCaaS and managed IT services markets will make us even better-positioned to build on our award-winning track record of innovation and service quality for the benefit of our customers. With our new partners at Siris, we look forward to building our product portfolio, customer base, and customer satisfaction to new heights as we write the next chapter in TPx’s evolution and success.”
Commenting on the transaction, Frank Baker, Co-Founder of Siris, said, “For more than two decades, TPx has been a leader in developing premier managed service and connectivity solutions for the growing North American market. A key factor driving TPx’s growth has been its ability to evolve its product line successfully into the UCaaS and managed services markets while maintaining its outstanding commitment to operational excellence, translating to world class service quality. We have long admired TPx’s innovative products and deep customer relationships.
“TPx is a strong fit with our investment strategy. We look forward to working closely alongside the TPx team to help the company address evolving customer needs and drive new opportunities for innovation and growth.”
Joe Cozzolino, a Siris Executive Partner, said, “TPx is a best-in-class UCaaS and managed IT services provider and recently received multiple awards, including being named the #2 MSP on Channel Futures MSP 501 rankings. TPx expertly serves its large, diversified customer base through the deployment of a highly scalable and reliable UC platform and comprehensive suite of managed security, managed WAN and other managed IT services. We believe that, by partnering with Siris, TPx will be optimally positioned to address evolving customer needs and remain at the forefront of innovation in UC and IT solutions. I look forward to supporting the company’s continued growth and helping the team achieve its strategic objectives.”
The transaction is expected to close in the first or second quarter of 2020, subject to the satisfaction of regulatory approvals and other customary closing conditions.
Financing & Advisors
Equity financing will be provided by investment funds affiliated with Siris.
Sidley Austin LLP is serving as corporate counsel, Kirkland & Ellis LLP is serving as financing counsel, and PJT Partners is serving as lead financial advisor to Siris in connection with the transaction. Macquarie Capital is also serving as financial advisor to Siris. Evercore is serving as lead financial advisor to TPx. Q Advisors is also serving as financial and strategic advisor to TPx, and Gibson, Dunn & Crutcher LLP is serving as TPx’s legal counsel. Morgan Lewis and Bockius is serving as TPx’s regulatory counsel.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
About TPx
Founded in 1998, TPx is a leading provider of UCaaS, Managed IT services and Managed Connectivity services, with approximately 30,000 customers and 53,000 customer locations across the U.S. TPx has best-in-class customer service embedded in its corporate DNA, offering guaranteed performance to all customers wherever there’s a broadband connection. TPx customers serve every business sector and include many government and not-for-profit enterprises. Throughout its history, the company has steadily executed strategically and delivered more than 16 years of uninterrupted growth over a period that has included two recessions. For more information, visit www.tpx.com or follow @TPxComm on Twitter.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements, including with respect to the anticipated benefits and timing of the proposed transaction. Forward-looking statements can be generally identified by the use of words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue” or similar terminology. These statements reflect the parties’ current expectations and are not guarantees of future performance or results. These statements are subject to various risks and uncertainties that could cause actual results to differ materially from those contained in, or implied by, the forward-looking statements. These risks and uncertainties include, but are not limited to, conditions to the closing of the proposed transaction may not be satisfied, including that a governmental entity may prohibit, delay or refuse to grant a necessary regulatory approval; the proposed transaction may involve unexpected costs, liabilities or delays; TPX’s ability to recognize the anticipated benefits of the proposed transaction; the effect of the announcement or pendency of the proposed transactions on TPx’s business relationships, operating results, and business generally; the risk that revenue opportunities, cost savings, synergies and other anticipated benefits from the proposed transaction may not be fully realized or may take longer to realize than expected; and risks related to the equity and debt financing entered into in connection with the proposed transaction. These forward-looking statements speak only as of the date on which the statements were made. Neither Siris nor TPx undertakes any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.
Media Contacts
TPx:
Khali Henderson
BuzzTheory (for TPx)
1-480-999-5297
khenderson@buzztheorystrategies.com
Siris:
Dana Gorman
Managing Director, Abernathy MacGregor
1-212-371-5999
dtg@abmac.com
Blair Hennessy
Senior Vice President, Abernathy MacGregor
1-212-371-5999
bth@abmac.com
Electronics For Imaging Announces Completion of Acquisition by an Affiliate of Siris Capital Group, LLC
Electronics For Imaging Announces Completion of Acquisition by an Affiliate of Siris Capital Group, LLC
FREMONT, Calif., July 23, 2019 (GLOBE NEWSWIRE): Electronics For Imaging, Inc. (“EFI” or the “Company”), today announced the completion of its previously announced acquisition by an affiliate of Siris for approximately $1.7 billion.
In connection with the closing of the transaction, the Company, which will continue to operate as Electronics For Imaging (EFI), will be wholly owned by an affiliate of Siris, and EFI’s common shares will be delisted from the NASDAQ exchange.
“This acquisition marks a new, exciting path forward in EFI’s 30-year history as a digital imaging technology leader,” said EFI CEO, Bill Muir. “With Siris’ partnership, we will look to create new opportunities for our customers, partners, and EFI employees worldwide. We are looking forward to working with Siris to write the next chapter of innovation across our growing portfolio of solutions.”
Jeff Jacobson, Siris Executive Partner and EFI Executive Chairman, added, “EFI’s portfolio of best-in-class solutions presents an exciting opportunity to drive further growth in high-quality inkjet and integrated, digital workflows. I look forward to working closely with management and know Siris is committed to providing the guidance and support needed to help EFI continue accelerating the transformation of industries where colorful images matter.”
The transaction, which was initially announced on April 15, 2019, was approved in a shareholder vote on July 15, 2019 in which 72.2% of EFI’s outstanding shares and 99.7% of voted shares were voted in favor of the transaction.
About EFI (www.efi.com)
EFI™ is a global technology company, based in Silicon Valley, and is leading the worldwide transformation from analog to digital imaging. We are passionate about fueling customer success with products that increase competitiveness and boost productivity. To do that, we develop breakthrough technologies for the manufacturing of signage, packaging, textiles, ceramic tiles, and personalized documents, with a wide range of printers, inks, digital front ends, and a comprehensive business and production workflow suite that transforms and streamlines the entire production process.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
Global Payments Executive David Yates Joins Siris as Executive Partner
Global Payments Executive David Yates Joins Siris as Executive Partner
New York, July 15, 2019 – Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that David Yates has joined the firm as an Executive Partner. Mr. Yates most recently served as President of Mastercard’s New Payment Platforms and Executive Chairman of VocaLink, a Mastercard company. Mr. Yates will collaborate with the firm’s investment team and its other Executive Partners to help evaluate potential investment opportunities for Siris as well as help oversee the operations of its portfolio companies.
Mr. Yates developed a passion for building payments businesses around the world throughout his 35-year career. Prior to Mastercard acquiring VocaLink in June of 2017, Mr. Yates served as its Chief Executive Officer for six years, where he focused on powering innovation to increase the company’s competitiveness in the provision of payment solutions globally.
Earlier in his career, Mr. Yates served as president of Western Union, where he drove value creation by diversifying Western Union’s business into online money transfer and business payments. Before Western Union, Mr. Yates spent six years as president of First Data International, where he was responsible for building First Data’s activities outside of the United States, including the merchant acquiring, merchant transaction processing, issuer processing and ATM network solutions businesses. Mr. Yates also previously served on the board of directors of WorldPay, through its successful initial public offering.
Frank Baker, Co-Founder of Siris, commented, “David is a highly accomplished leader and boasts an exceptional track record of advancing strategic and operational initiatives and generating value for payments businesses. With more than three decades of experience in building businesses globally, we are confident that David will drive operational excellence at our portfolio companies and contribute valuable investment insights to our firm as we source potential opportunities.”
Mr. Yates earned a master’s degree in law from Oxford University.
Mr. Yates will join 13 experienced operating executives on the Siris Executive Partner team. Executive Partners are not employees of Siris, but provide invaluable sourcing and due diligence assistance to the Siris team and help direct strategic and operational improvements post-investment.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
Media Contact:
Dana Gorman or Blair Hennessy
Abernathy MacGregor
(212) 371-5999
dtg@abmac.com / bth@abmac.com
Jeff Jacobson Joins Siris as Executive Partner
Jeff Jacobson Joins Siris as Executive Partner
Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that Jeff Jacobson has joined the firm as an Executive Partner. Mr. Jacobson most recently served as Chief Executive Officer of Xerox and brings decades of industry leadership and experience to the Siris team. Mr. Jacobson will collaborate with the firm’s investment team and Executive Partners to help evaluate potential investment opportunities for Siris as well as help oversee the operations of its portfolio companies.
Throughout his storied, three-decade-long career, Mr. Jacobson served in various leadership capacities, including as both President and Chief Operating Officer of Xerox’s Technology Business and President of Xerox’s Global Graphic Communications Operations. Prior to joining Xerox in 2012, Mr. Jacobson was the Chairman, President and Chief Executive Officer of Presstek, a leading manufacturer of digital offset printing solutions.
As an Executive Partner at Siris, Mr. Jacobson will draw upon his deep experience of building and generating value in industrial printing and technology businesses to help grow Siris’ portfolio companies and identify meaningful investment opportunities in the industrial printing, packaging and adjacent ecosystems.
Frank Baker, Co-Founder of Siris, stated, “Jeff is a highly accomplished leader with a proven track record of identifying and driving operational and strategic improvements in industrial printing and technology businesses. We are confident that Jeff will be a valuable addition to our Executive Partner team.”
Earlier in his career, Mr. Jacobson served as Chief Operating Officer of Eastman Kodak’s Graphic Communications Group, where he was responsible for managing operations in Eastman Kodak’s fifteen manufacturing locations throughout North America, Europe, Japan, China, Israel and South Africa. Mr. Jacobson also served for five years as Chief Executive Officer of Kodak Polychrome Graphics, a joint venture between Sun Chemical and Eastman Kodak.
Mr. Jacobson holds a BS in Management from the State University of New York at Buffalo, a JD from Pace University and a master’s degree in Industrial and Labor Relations from Cornell University.
Mr. Jacobson will join 12 experienced operating executives on the Siris Executive Partner team. While not employees of Siris, Executive Partners provide invaluable sourcing and due diligence assistance to the Siris team and help direct strategic and operational improvements post-investment.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its Executive Partners are integral to its approach. Siris’ Executive Partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
Travelport Worldwide Limited announces completion of acquisition by affiliates of Siris Capital Group, LLC and Evergreen Coast Capital Corp.
Travelport Worldwide Limited announces completion of acquisition by affiliates of Siris Capital Group, LLC and Evergreen Coast Capital Corp.
Langley, U.K., May 30, 2019: Travelport Worldwide Limited (“Travelport” or the “Company”), a leading travel technology company, announced today the completion of its acquisition by affiliates of Siris Capital Group, LLC (“Siris”) and Evergreen Coast Capital Corp. (“Evergreen”) in an all-cash transaction valued at approximately $4.4 billion.
The transaction, which was originally announced on December 10, 2018, was approved by Travelport’s shareholders on March 15, 2019. In connection with the closing of the transaction, the Company, which will continue to operate as Travelport Worldwide Limited, will be wholly owned by affiliates of Siris and Evergreen, and Travelport’s common shares will be delisted from the New York Stock Exchange.
The Board of Directors of the new Travelport operating company will be led by Executive Chairman John Swainson, a Siris executive partner and a former executive at IBM Corporation, CA, Inc. (formerly Computer Associates) and the Dell Software group.
Commenting on the transaction closing, John Swainson said: “Through its best-in-class distribution capabilities, technology services, innovative payment solutions, and other value-additive digital tools for the global travel industry, Travelport is well positioned to deploy its global scale and local expertise to deliver key solutions for travel suppliers and agencies. With the combined support of Siris and Evergreen, I look forward to partnering with management to drive new opportunities for innovation and growth.”
Gordon Wilson, President and CEO of Travelport, commented: “We have commenced building a great relationship with the Siris and Evergreen teams. We now look forward to working closely alongside them as we continue to develop and invest in our platform to serve the evolving needs of our customers. We are confident that Siris’ and Evergreen’s support will enable Travelport to execute on its strategy in an exciting new phase of innovation and industry leadership.”
About Travelport (www.travelport.com)
Travelport is the technology company which makes the experience of buying and managing travel continually better. It operates a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. The company facilitates travel commerce by connecting the world’s leading travel providers with online and offline travel buyers in a proprietary business-to-business (B2B) travel platform.
Travelport has a leading position in airline merchandising, hotel content and distribution, car rental, mobile commerce and B2B payment solutions. The company also provides IT services to airlines, such as shopping, ticketing, departure control and other solutions. With net revenue of over $2.5 billion in 2018, Travelport is headquartered in Langley, U.K., has over 3,700 employees and is represented in approximately 180 countries and territories.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its executive partners are integral to its approach. Siris’ executive partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
About Elliott and Evergreen
Elliott Management Corporation manages two multi-strategy investment funds which combined have more than $34 billion of assets under management. Its flagship fund, Elliott Associates, L.P., was founded in 1977, making it one of the oldest funds of its kind under continuous management. The Elliott funds’ investors include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and employees of the firm. This investment has been led by Evergreen Coast Capital, Elliott’s Menlo Park affiliate, which focuses on technology investing.
Travelport Media Contact:
Julian Eccles
VP PR and Communications
Tel: +44 (0)7720 409374
julian.eccles@travelport.com
Travelport Investor Relations contact:
Peter Russell
Head of Treasury and Investor Relations
Tel: +44 (0)1753 288 248
peter.russell@travelport.com
Siris:
Dana Gorman
Managing Director, Abernathy MacGregor
Tel: +1 212 371 5999
dtg@abmac.com
Blair Hennessy
Senior Vice President, Abernathy MacGregor
Tel: +1 212 371 5999
bth@abmac.com
Elliott/Evergreen:
Stephen Spruiell
Tel: +1 212 478 2017
sspruiell@elliottmgmt.com
Tracy Harris to Join Siris as Partner and Head of Investor Relations and Product Strategy
Tracy Harris to Join Siris as Partner and Head of Investor Relations and Product Strategy
New York, May 22, 2019: Siris, a leading private equity firm focused on investing and driving value creation in technology and telecommunications companies, today announced that Tracy Harris will be joining Siris as Partner – Investor Relations and Product Strategy in the third quarter of 2019. Ms. Harris has 15 years of experience in cultivating meaningful relationships globally. In her new role at Siris she will help manage the firm’s relationships with its limited partners and prospective investors, as well as evaluate new product opportunities to help drive Siris’ continued growth.
Ms. Harris was most recently a Partner at StepStone Group, where she served as a senior member of the firm’s small buyout, growth equity and venture capital sector teams and developed new prospective client relationships. She also led StepStone Group’s ESG efforts across all asset classes.
Frank Baker, Co-Founder of Siris, commented, “We have known Tracy since we raised our first Siris fund, and she is steeped in our strategy of investing in technology companies. I know Tracy will be a valuable asset to our team, as she is well respected within the investment community. We believe she will help us continue to scale the firm by strengthening our existing investor relationships and building new relationships. Tracy will join Siris at an exciting time for us, as we recently closed Siris Fund IV at $3.45 billion.”
Prior to joining StepStone, Ms. Harris was Vice President, Customized Fund Investment Group, at Grosvenor Capital Management (and the predecessor business at Credit Suisse). During her tenure at Grosvenor, Ms. Harris helped manage the in-state and emerging private equity investment programs and led the team’s client relationship management. Prior to her time at Grosvenor, Ms. Harris served in a variety of increasingly senior roles at Parish Capital Advisors, culminating in her tenure as Partner and co-lead of the firm’s investment team, while also overseeing marketing and investor relations.
“I am incredibly excited to be joining Siris at such an important time for the firm,” said Ms. Harris. “I have known and admired the Siris team since earlier in my career, and I believe my experience, skill set and relationships align well with Siris’ opportunities in the technology investing sector.”
Ms. Harris holds a Bachelor of Arts in Political Science from the University of North Carolina at Chapel Hill.
About Siris
Siris is a leading private equity firm that invests primarily in mature technology and telecommunications companies with mission-critical products and services, facing industry changes or other significant transitions. Siris’ development of proprietary research to identify opportunities and its extensive collaboration with its executive partners are integral to its approach. Siris’ executive partners are experienced senior operating executives that actively participate in key aspects of the transaction lifecycle to help identify opportunities and drive strategic and operational value. Siris is based in New York and Silicon Valley and has raised nearly $6 billion in cumulative capital commitments. www.siris.com
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
dtg@abmac.com
EFI Announces Definitive Agreement To Be Acquired by an Affiliate of Siris Capital Group, LLC In All Cash Transaction Valued At Approximately $1.7 Billion
EFI Announces Definitive Agreement To Be Acquired by an Affiliate of Siris Capital Group, LLC In All Cash Transaction Valued At Approximately $1.7 Billion
FI Shareholders to Receive $37.00 Per Share and Acquisition Expected to Close by Q3 2019
Company Announces Preliminary Q1 2019 Revenue Results of $220-$225 Million
FREMONT, Calif., April 15, 2019 – Electronics For Imaging, Inc. (Nasdaq: EFII), a world leader in customer focused digital printing innovation, today announced that it has entered into a definitive agreement (the “Agreement”) to be acquired by an affiliate of Siris Capital Group, LLC (“Siris”) in an all-cash transaction valued at approximately $1.7 billion. Siris is a leading private equity firm focused on investing and driving value creation in technology companies that provide mission-critical solutions and are facing technology transitions.
Under the terms of the Agreement, which has been unanimously approved by EFI’s Board of Directors, an affiliate of Siris will acquire all the outstanding common stock of EFI for $37.00 per share in cash. The purchase price represents an approximately 45% premium over EFI’s 90-day volume-weighted average price ended on April 12, 2019.
EFI may solicit alternative acquisition proposals from third parties during a “go-shop” period over the next 45 calendar days. EFI will have the right to terminate the Agreement to enter into a superior proposal subject to the terms and conditions of the Agreement. There is no guarantee that this process will result in a superior proposal, and the Agreement provides Siris with a customary right to attempt to match a superior proposal. EFI does not intend to disclose developments with respect to the solicitation process unless and until it determines such disclosure is appropriate or is otherwise required.
“We believe this transaction delivers superior and immediate value to our shareholders while providing us with a partner that can add strategic and operational expertise to our business,” said Bill Muir, Chief Executive Officer of EFI. “We are excited to partner with Siris’ highly experienced team on this next phase of growth for EFI.”
Commenting on the transaction, Frank Baker, a Siris Co-Founder and Managing Partner, said, “EFI is at the forefront of the digital transition in the imaging and print industry, underpinned by a strong software heritage and culture of innovation. We believe that, by partnering with Siris, EFI will be well positioned to capture this transformational opportunity associated with increased digital inkjet penetration, industrial automation and software enablement. We are eager to partner with management to help the Company achieve its strategic objectives.”
Commenting on the transaction, Al Zollar, a Siris Executive Partner, said “EFI has a 30-year legacy of leadership in the digital imaging market, with strong brand equity and a rich history of pioneering innovative solutions for its customers. The Company’s portfolio of mission-critical products and services are united by a common thread of impressive technological enablement and software integration. I look forward to supporting EFI’s strong team to help the Company anticipate evolving customer needs and drive new opportunities for innovation and growth.”
EFI’s Board of Directors has unanimously recommended that its shareholders adopt the Agreement with Siris. Subject to the go-shop, a special meeting of EFI’s shareholders will be held as soon as practicable following the filing of the definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC”) and subsequent mailing to shareholders.
Subject to the go-shop, the proposed transaction is expected to close by the third quarter of 2019 and is subject to approval by EFI’s shareholders, along with the satisfaction of customary closing conditions including antitrust regulatory approvals. The transaction is not subject to any financing conditions. Upon completion of the acquisition, EFI will become wholly owned by an affiliate of Siris.
EFI will file its quarterly report on Form 10-Q reporting its first quarter financial results but does not intend to host a quarterly earnings call. EFI currently expects Q1 2019 revenue to be between $220 million and $225 million.
Financing & Advisors
Equity financing will be provided by investment funds affiliated with Siris. Siris secured committed debt financing for the transaction from RBC Capital Markets, KKR Capital Markets LLC, Deutsche Bank Securities Inc., Barclays, Credit Suisse, and Macquarie Capital.
Sidley Austin LLP is serving as corporate counsel, Kirkland & Ellis LLP is serving as financing counsel, and RBC Capital Markets is serving as M&A advisor to Siris in connection with the transaction. Morgan Stanley & Co. and Greenhill & Co., LLC are serving as financial advisors to EFI, and O’Melveny & Myers is serving as its legal counsel.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see EFI’s Current Report on Form 8-K, which will be filed in connection with this transaction.
About EFI
EFI™ is a global technology company, based in Silicon Valley, and is leading the worldwide transformation from analog to digital imaging. We are passionate about fueling customer success with products that increase competitiveness and boost productivity. To do that, we develop breakthrough technologies for the manufacturing of signage, packaging, textiles, ceramic tiles, and personalized documents, with a wide range of printers, inks, digital front ends, and a comprehensive business and production workflow suite that transforms and streamlines the entire production process. (www.efi.com)
About Siris Capital Group, LLC | Siris Capital
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies primarily located in North America. Integral to Siris’ investment approach is its collaboration with its executive partners, who are highly experienced senior operating executives, to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. (www.siris.com)
FORWARD LOOKING STATEMENTS
This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. When used herein, words such as “address,” “anticipate,” “believe,” “consider,” “continue,” “develop,” “estimate,” “expect,” “further,” “goal,” “intend,” “may,” “plan,” “potential,” “project,” “seek,” “should,” “target,” “will,” and variations of such words and similar expressions as they relate to EFI, its management or the proposed transaction are often used to identify such statements as “forward-looking statements.” Such statements reflect the current views of the Company and its management with respect to future events, including the proposed transaction, and are subject to certain risks and uncertainties that may cause actual results to differ materially from the results expressed in, or implied by, these forward looking statements. These risks and uncertainties include, but are not limited to, the following: (i) EFI may be unable to obtain shareholder approval as required for the proposed transaction; (ii) other conditions to the closing of the proposed transaction may not be satisfied, including that a governmental entity may prohibit, delay or refuse to grant a necessary regulatory approval; (iii) the proposed transaction may involve unexpected costs, liabilities or delays; (iv) the business of EFI may suffer as a result of uncertainty surrounding the proposed transaction; (v) shareholder litigation in connection with the proposed transaction may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability; (vi) EFI may be adversely affected by other economic, business, and/or competitive factors; (vii) the occurrence of any event, change or other circumstances could give rise to the termination of the definitive merger agreement with affiliates of Siris; (viii) EFI’s ability to recognize the anticipated benefits of the proposed transaction; (ix) the risk that the proposed transaction disrupts EFI’s current plans and operations or diverts management’s or employees’ attention from ongoing business operations; (x) the risk of potential difficulties with EFI’s ability to retain and hire key personnel and maintain relationships with suppliers and other third parties as a result of the proposed transaction; and (xi) other risks to consummation of the proposed transaction, including the risk that the proposed transaction will not be consummated within the expected time period or at all. Additional factors that may affect the future results of EFI and the proposed transaction are set forth in filings that EFI makes with the SEC from time to time, including those listed under “Risk Factors” in EFI’s Annual Report on Form 10-K for the year ended December 31, 2018 and filed with the SEC on February 27, 2019, as updated or supplemented by subsequent reports that EFI has filed or files with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. EFI assumes no obligation to publicly update any forward-looking statement after it is made, whether as a result of new information, future events or otherwise, except as required by law.
IMPORTANT INFORMATION FOR INVESTORS AND WHERE TO FIND IT
This communication may be deemed to be solicitation material in respect of the proposed acquisition of EFI by affiliates of Siris. In connection with the proposed transaction, EFI intends to file relevant materials with the SEC, including a proxy statement in preliminary and definitive form, in connection with the solicitation of proxies from EFI’s shareholders for the proposed transaction. The definitive proxy statement will contain important information about the proposed transaction and related matters. BEFORE MAKING A VOTING DECISION, SHAREHOLDERS OF EFI ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, AND OTHER RELEVANT DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT EFI, THE PROPOSED TRANSACTION AND RELATED MATTERS. Shareholders may obtain free copies of the proxy statement and other documents (when available) that EFI files with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by EFI will also be available free of charge on EFI’s investor relations website at www.efi.com or by contacting EFI’s Investor Relations Department at investor.relations@efi.com.
PARTICIPANTS IN THE SOLICITATION
EFI and certain of its directors, executive officers and employees may be deemed to be participants in the solicitation of proxies from EFI’s shareholders in connection with the proposed transaction. Information regarding the ownership of EFI securities by EFI’s directors and executive officers is included in their SEC filings on Forms 3, 4 and 5, and additional information about EFI’s directors and executive officers is also available in EFI’s proxy statement for its 2018 annual meeting of shareholders filed with the SEC on April 27, 2018 and is supplemented by other filings made, and to be made, with the SEC by EFI. Additional information regarding persons who may be deemed participants in the solicitation of proxies from EFI’s shareholders in connection with the proposed transaction, including a description of their respective direct or indirect interests, by security holdings or otherwise, will be included in the proxy statement described above when it is filed with the SEC. These documents are or will be available free of charge as described above.
Contacts
EFI:
Vicki Sam
Chief of Staff
6750 Dumbarton Circle
Fremont, Ca 94555
1-650-357-3985
Vicki.sam@efi.com
Siris Capital:
Dana Gorman
Managing Director, Abernathy MacGregor
1-212-371-5999
dtg@abmac.com
Blair Hennessy
Senior Vice President, Abernathy MacGregor
1-212-371-5999
bth@abmac.com
Siris Capital Group Announces Strategic Minority Investments by Wafra and Landmark Partners
Siris Capital Group Announces Strategic Minority Investments by Wafra and Landmark Partners
New York, New York, April 3, 2019 — Siris Capital Group, LLC (“Siris”) today announced that affiliates of Wafra Inc. (“Wafra”) and Landmark Partners, LLC (”Landmark”) have made strategic minority investments in Siris. Siris is a leading private equity firm focused on investing and driving value creation in mature technology companies that provide mission-critical solutions and are facing technology transitions.
The transactions follow the recent closing of Siris’ latest buyout fund at $3.45 billion. Pursuant to the transactions, the investors will acquire passive, non-voting minority stakes and will provide capital to support Siris’ strategic initiatives, including the repurchase of an existing minority participation stake that was issued at the firm’s inception. The investments will have no impact on the day-to-day management or operations of Siris. The terms of the transactions were not disclosed.
“Peter, Jeff and I are pleased to welcome Wafra and Landmark as strategic investors as we embark on our next phase of growth,” said Frank Baker, a Siris Co-Founder and Managing Partner. “These investments are a testament to the value of Siris’ differentiated approach to technology investing, and our partnership with Wafra and Landmark will help us continue to capitalize on attractive opportunities in our focus areas.”
Russell Valdez, Chief Investment Officer of Wafra, added: “Driven by a talented investing team with deep domain expertise, Siris has the right infrastructure in place to skillfully execute on its differentiated investment strategy. Together with our partners, we look forward to the firm’s continued success.”
Ian Charles, a Partner at Landmark, said: “Siris is an impressive technology investor with significant experience working with mature companies to navigate difficult technology transitions while creating value through hands-on operational involvement. We look forward to the partnership in the years ahead.”
Goldman Sachs & Co. LLC and Berkshire Global Advisors advised Siris on the transaction. Kirkland & Ellis LLP served as legal counsel to Siris. Fried, Frank, Harris, Shriver & Jacobson LLP served as legal counsel to Wafra.
About Siris Capital Group
Siris is a leading private equity firm focused on making investments in data, telecommunications, technology and technology-enabled business service companies primarily located in North America. Integral to Siris’ investment approach is its collaboration with its executive partners, who are highly experienced senior operating executives, to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. www.siris.com
About Wafra
Wafra has more than $23 billion of assets under management and invests across a wide range of asset classes. In its pursuit of investments, Wafra seeks to connect its investors, partners and stakeholders to foster an exchange of ideas and innovations. Wafra’s investment strategies, including strategic minority investments, express the long-term vision of its stakeholders. Wafra is headquartered in New York. For more information please visit www.wafra.com.
About Landmark Partners
Landmark Partners specializes in secondary market transactions of private equity, real estate and infrastructure investments, with approximately $27 billion of committed capital as of December 31, 2018. Founded in 1989, the firm has one of the longest track records in the industry and is a leading source of liquidity to owners of interests in real estate, real asset, venture, mezzanine and buyout assets. Landmark has completed over 625 transactions in its 30-year history. Landmark Partners has more than 125 professionals across five offices in Boston, Dallas, London, New York and Simsbury, Connecticut. www.landmarkpartners.com
Media Contacts:
Dana Gorman
Abernathy MacGregor, for Siris Capital
(212) 371-5999
Chelsea Stevenson
Landmark Partners
(212) 468-5656
James Maloney
Edelman, for Wafra
(212) 738-6103
wafra@edelman.com
Siris Capital Closes $3.45 Billion Technology Buyout Fund Fund; Significantly Exceeds Target; Will Continue Siris’ Established Strategy of Investing in High- Quality Technology Companies Facing Transitions
Siris Capital Closes $3.45 Billion Technology Buyout Fund Fund; Significantly Exceeds Target; Will Continue Siris’ Established Strategy of Investing in High- Quality Technology Companies Facing Transitions
New York, March 1, 2019 — Siris Capital Group, LLC (“Siris”), a leading private equity firm focused on making investments in technology companies, today announced the closing of Siris Partners IV, L.P. (together with its parallel funds, “Fund IV”) with $3.45 billion of capital commitments. Through Fund IV, Siris intends to continue its established strategy of control investing, targeting mature mission critical companies that are navigating technology transitions.
“We are grateful for the overwhelming support and trust our investors have placed in us,” said Siris Co-Founder and Managing Partner, Frank Baker. “While the technology sector has become increasingly competitive for attractive high growth assets, we continue to have strong conviction in our strategy of acquiring mature technology companies and driving value creation.”
Fund IV exceeded its target amount of $3.0 billion. It nearly doubles the $1.8 billion in capital commitments of the prior fund raised in 2015 and is more than five times the $640 million in capital commitments of its initial institutional fund raised in 2012. Fund IV attracted a diverse group of investors that includes sovereign wealth funds, public pension funds, multinational corporations, insurance companies, fund-of-funds, endowments, foundations and family offices, both in the United States and overseas.
Fund IV was activated for investments in late 2018. In the past year, Siris funds exited their investments in Polycom and Intralinks, and acquired Web.com. The previously announced acquisition of Travelport is expected to close in the first half of 2019. Park Hill Group LLC served as placement agent for Fund IV and Kirkland & Ellis LLP served as legal counsel.
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data,telecommunications, technology and technology-enabled business service companies primarily located in North America. Integral to Siris’ investment approach is its collaboration with its executive partners, who are highly experienced senior operating executives, to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siris.com.
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
Joe Cozzolino Joins Siris Capital Group as Executive Partner
Joe Cozzolino Joins Siris Capital Group as Executive Partner
New York, December 11, 2018 – Siris Capital Group, LLC (“Siris”), a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies, today announced that Joe Cozzolino has joined Siris as an executive partner. Mr. Cozzolino was most recently Senior Vice President and Worldwide General Manager at Cisco Services. In his new role at Siris, Mr. Cozzolino will work closely with the firm’s investment professionals and other executive partners to identify and validate potential investment opportunities for Siris as well as assist in the oversight and operations of Siris’ portfolio companies.
With more than 30 years of experience in the technology and telecommunications industry, Mr. Cozzolino brings a wealth of knowledge and expertise in enterprise and consumer services, with deep experience working with voice, video and data service providers. In his most recent role at Cisco, Mr. Cozzolino was responsible for growing Cisco’s $12.7 billion global services business. During his tenure there, Mr. Cozzolino and his team successfully led efforts for a variety of the company’s initiatives including restructuring its Managed Services P&L, the divestiture of its video CPE business and the restructuring of its Mobility business.
Frank Baker, Co-Founder of Siris Capital, commented, “Joe is a highly respected industry leader with an extensive background in transforming businesses to generate growth and unlock value. With over three decades of experience in the enterprise and consumer space, Joe will be a strong addition to our existing team of executive partners, and we are confident that our team and our portfolio companies will benefit from his deep expertise and proven track record.”
Prior to joining Cisco, Mr. Cozzolino was Senior Vice President and General Manager, Network Infrastructure, for Motorola Mobility, where he led a successful turnaround effort to right-size the $800 million business. Mr. Cozzolino also served as Senior Vice President and General Manager of Motorola’s Europe, Middle East, Africa and Asia Pacific operations, where, under his leadership, Mr. Cozzolino and his team grew the segments integration and managed services businesses 15% year-over-year. Prior to that, he was Vice President, Sales, for Wireline Telecom Business and Comcast.
Mr. Cozzolino holds a Bachelor of Science in Electrical Engineering from the University of Massachusetts Dartmouth and an MBA from Anna Maria College. Joe is Treasurer of UMass Dartmouth’s Foundation Board. The organization provides financial assistance to support educational programs including research, awards and seminars, and to offer need- or merit-based scholarships to students at the University of Massachusetts Dartmouth.
Mr. Cozzolino joins 10 experienced operating executives on the Siris executive partner team. While not employees of Siris, executive partners provide invaluable sourcing and due diligence assistance to investment opportunities and help direct operational involvement post investment.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or executive partners, who work with Siris on a consulting basis to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
Travelport Worldwide Limited announces agreement to be acquired by affiliates of Siris Capital Group, LLC and Evergreen Coast Capital Corp. in all-cash transaction valued at approximately $4.4 billion
Travelport Worldwide Limited announces agreement to be acquired by affiliates of Siris Capital Group, LLC and Evergreen Coast Capital Corp. in all-cash transaction valued at approximately $4.4 billion
- Travelport shareholders to receive $15.75 per share in cash
- Travelport to continue driving technological innovation and serving the evolving global travel marketplace under private ownership
- Reaffirms 2018 financial guidance ranges and provides 2019 Adjusted EBITDA and Adjusted Net Income guidance
- Acquisition expected to close in Q2 2019
LANGLEY, U.K., December 10, 2018 — Travelport Worldwide Limited (“Travelport”) (NYSE: TVPT), a leading travel technology company, today announced that it has entered into a definitive agreement to be acquired by affiliates of Siris Capital Group, LLC (“Siris”) and Evergreen Coast Capital Corp. (“Evergreen”) in an all-cash transaction valued at approximately $4.4 billion. Evergreen is the private equity affiliate of Elliott Management Corporation (“Elliott”).
Under the terms of the agreement, Siris and Evergreen will acquire all the outstanding common shares of Travelport for $15.75 per share in cash. The Board of Directors of Travelport unanimously approved the agreement and recommended that shareholders vote in favor of the transaction. Elliott and its affiliates have agreed to vote the common shares owned by them in favor of the transaction.
Doug Steenland, Chairman of the Board of Directors of Travelport, said: “This is a good outcome for Travelport’s shareholders. Assisted by external advisers, the Board concluded unanimously, after taking into account the ongoing development needs of the business, that entering into this agreement represents the best way to maximize value for shareholders. It also enables the company to continue its work to position itself for growth in the evolving global travel industry.”
Gordon Wilson, President and CEO of Travelport, commented: “Travelport welcomes this proposed transaction with Siris and Evergreen, who are specialist technology platform investors. Throughout the process, Siris and Evergreen have demonstrated their deep technology expertise together with a strong commitment to the success of our customers, employees and partners. We will continue to develop and invest in our platform to serve the changing needs of our customers in the travel industry. It is very much business as usual at Travelport and we look forward to this new era in the company’s development.”
Commenting on the transaction, John Swainson, an Executive Partner of Siris, said: “We have been impressed with Travelport’s industry leadership, global scale and reach, local expertise, world-class management team and commitment to delivering best-in-class solutions for global travel suppliers and agencies. Siris looks forward to building on this legacy and supporting Travelport as it invests in its platform and embarks on a new phase of innovation and industry leadership.”
Frank Baker, Co-Founder of Siris Capital, added: “Travelport has an impressive track record of developing and bringing to market best-in-class distribution capabilities, technology services, innovative payment solutions and other value-add digital tools for the global travel industry. We have been impressed by the company’s industry-leading GDS technology platform, which supports mission-critical transactions for both travel providers and agents. At the same time, Travelport is redefining the travel payments industry through eNett, a disruptive and fast-growing leader in secure, virtual travel payments. Siris looks forward to partnering with the company’s management team and Evergreen in this next phase of Travelport’s evolution and growth as a private company.”
Jesse Cohn, Partner at Elliott, commented: “Under Gordon’s leadership, Travelport has built a leading travel technology platform and a leading B2B payments offering in eNett. We look forward to investing in the Travelport team and working with them and Siris to build upon and advance Travelport’s strong track record of technology innovation in serving global travel suppliers and agencies.”
Travelport may actively solicit alternative acquisition proposals from third parties during a “go-shop” period from the date of the agreement through January 23, 2019. Travelport will have the right to terminate the agreement to enter into a superior proposal subject to the terms and conditions of the agreement. There is no assurance that this process will result in a superior proposal. Travelport does not intend to disclose developments with respect to the solicitation process unless and until the company determines such disclosure is appropriate.
The proposed transaction is currently expected to close in the second quarter of 2019 and is subject to customary closing conditions, including approval by Travelport shareholders and receipt of required regulatory approvals. The transaction is not subject to any financing condition.
Upon the completion of the transaction, Travelport will become a privately held company and Travelport common shares will no longer be listed on any public market. Travelport’s headquarters will remain in Langley, U.K.
Financial Guidance
In connection with the announcement of the transaction, Travelport is providing the following update to its financial guidance.
The following forward-looking statements, as well as those made elsewhere within this press release, reflect expectations as of December 10, 2018. The company assumes no obligation to update these statements. Results may be materially different and are affected by many factors detailed in this release and in Travelport’s quarterly and annual Securities and Exchange Commission (“SEC”) filings and/or furnishings, which are available on the SEC’s website at www.sec.gov.
The company is reaffirming its financial guidance ranges for full year 2018 and, as stated in its press release of November 1, 2018, the company anticipates its net revenue, Adjusted EBITDA and Free Cash Flow to be at the lower end of their respective ranges. Further, the company anticipates Adjusted Net Income and Adjusted Income per Share – diluted to be within the mid-to-higher-end of their respective ranges.
The company refers to certain non-GAAP financial measures in this press release, including Adjusted EBITDA, Adjusted Net Income (Loss), Adjusted Income (Loss) per Share – diluted and Free Cash Flow. Please refer to pages 6 to 7 of this press release for additional information.
- Adjusted EBITDA guidance consists of Adjusted Net Income guidance excluding expected depreciation and amortization of property and equipment and expected amortization of customer loyalty payments of $240 million to $250 million, expected interest expense, net (excluding the impact of unrealized gain (loss) on interest rate derivative instruments) of approximately $110 million and expected related income taxes of approximately $55 million. Adjusted Net Income guidance excludes the expected impact of amortization of acquired intangible assets of approximately $40 million, loss on early extinguishment of debt of $28 million, expected equity-based compensation and related taxes and corporate and restructuring costs of $60 million to $70 million, income from discontinued operations of $28 million related to the release of an indemnity provision for liabilities accrued upon the sale of Gullivers Travel Associates in 2011 and an expected income tax benefit related to the adjustments above of approximately $15 million. Travelport is unable to reconcile
- Adjusted EBITDA and Adjusted Net Income to net income (loss) determined under U.S. GAAP due to the unavailability of information required to reasonably predict certain reconciling items, such as loss on early extinguishment of debt, impairment of long-lived assets, unrealized gains or losses on foreign currency and interest rate derivative instruments, and the related tax impact of such adjustments along with other tax adjustments.
Adjusted Income per Share – diluted guidance consists of Adjusted Net Income divided by Travelport’s expected weighted average number of dilutive common shares for 2018 of approximately 127 million. - Free Cash Flow guidance reflects expected net cash provided by operating activities for 2018 of $345 million to $365 million less expected cash additions to property and equipment of approximately $140 million.
The guidance above assumes spot foreign exchange rates as of December 3, 2018, together with the impact of foreign exchange rate hedges undertaken during 2017 as part of the company’s rolling hedging program.
Looking ahead to 2019, despite the company’s new business wins with regional and global corporate travel agencies, share gains in the online travel agency sector, and the continued growth of its virtual payments business, eNett, the company anticipates that its business momentum will continue to be tempered by the previously disclosed specific customer headwinds. The company is therefore taking steps to restructure and optimize the efficiency of its cost base.
In the absence of a transaction, the company currently anticipates its 2019 Adjusted EBITDA to be approximately flat compared to 2018 as it cycles through the full year impact of these specific customer headwinds while continuing to invest in order to fully realize the new growth opportunities that have been contracted. In addition, the company currently anticipates its 2019 Adjusted Net Income to be slightly down compared to 2018 due to higher interest expense.
During the pendency of the transaction announced today, the company does not intend to provide further updates to its 2018 and 2019 guidance and is suspending its 2020 financial targets. Further, pursuant to the terms of the agreement, the company will not declare any future dividends during the pendency of the transaction.
Financing & Advisors
Morgan Stanley & Co. LLC is serving as lead financial advisor to Travelport, and UBS Securities LLC is serving as joint financial advisor. Kirkland & Ellis LLP is serving as legal counsel to Travelport.
Siris and Evergreen have secured committed debt financing for the transaction from BofA Merrill Lynch, Deutsche Bank AG, Macquarie Capital, Credit Suisse Loan Funding, LLC, and Barclays.
LionTree, Deutsche Bank Securities Inc., Macquarie Capital, and Barclays are acting as financial advisors to Siris. Wachtell, Lipton, Rosen & Katz is acting as corporate counsel to Siris and Sidley Austin LLP is acting as financing counsel to Siris in connection with the transaction.
Gibson, Dunn & Crutcher LLP is acting as legal counsel to Evergreen.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see Travelport’s Current Report on Form 8-K, which will be filed in connection with this transaction.
About Travelport (www.travelport.com)
Travelport (NYSE: TVPT) is the technology company which makes the experience of buying and managing travel continually better. It operates a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. The company facilitates travel commerce by connecting the world’s leading travel providers with online and offline travel buyers in a proprietary business-to-business (B2B) travel marketplace.
Travelport has a leadership position in airline merchandising, hotel content and distribution, car rental, mobile commerce and B2B payment solutions. The company also provides critical IT services to airlines, such as shopping, ticketing, departure control and other solutions. With net revenue of over $2.4 billion in 2017, Travelport is headquartered in Langley, UK, has approximately 4,000 staff and is represented in 180 countries and territories.
About Siris Capital Group, LLC | Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or executive partners, who work with Siris on a consulting basis to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
About Elliott and Evergreen
Elliott Management Corporation manages two multi-strategy investment funds which combined have approximately $35 billion of assets under management. Its flagship fund, Elliott Associates, L.P., was founded in 1977, making it one of the oldest funds of its kind under continuous management. The Elliott funds’ investors include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and employees of the firm. This investment is being led by Evergreen Coast Capital, Elliott’s Menlo Park affiliate, which focuses on technology investing.
Important Information For Investors And Shareholders
Important Information and Where to Find it
The proposed acquisition of Travelport by Siris and Evergreen will be submitted to the shareholders of Travelport for their consideration. In connection with the proposed transaction, Travelport will file with the Securities and Exchange Commission (“SEC”) a proxy statement with respect to a special meeting of Travelport’s shareholders to approve the proposed transaction. The definitive proxy statement will be mailed to Travelport’s shareholders. Travelport also plans to file other documents with the SEC regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS OF TRAVELPORT ARE URGED TO READ THE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT TRAVELPORT, SIRIS, EVERGREEN AND THE PROPOSED TRANSACTION. Investors and shareholders will be able to obtain free copies of the proxy statement and other documents containing important information about Travelport, Siris and Evergreen, once such documents are filed with the SEC, through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Travelport will be available free of charge on Travelport’s website at ir.travelport.com or by contacting Travelport’s Investor Relations Department at +44 (0)1753 288 686.
Certain Information Regarding Participants
Travelport and certain of its directors, executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the shareholders of Travelport in connection with the proposed transaction. Information about the directors and executive officers of Travelport is set forth in its Annual Report on Form 10-K for the year ended December 31, 2017, which was filed with the SEC on February 20, 2018, and in its proxy statement for its 2018 annual meeting of shareholders, which was filed with the SEC on April 25, 2018. To the extent holdings of Travelport securities have changed since the amounts printed in the proxy statement for the 2018 Annual Meeting, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC when they become available. These documents can be obtained free of charge from the sources indicated above.
No Offer or Solicitation
This communication does not constitute a solicitation of proxy, an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Cautionary Statement Regarding Forward-Looking Statements
This communication contains “forward-looking statements” that are not limited to historical facts, but reflect Travelport’s current beliefs, expectations or intentions regarding future events. In some cases, you can identify forward-looking statements by words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “potential,” “should,” “will”, and “would” or other similar words. Any statements that refer to expectations or other characterizations of future events, circumstances or results are forward-looking statements. These forward-looking statements include, without limitation, Travelport’s expectations with respect to the costs and other anticipated financial impacts of the proposed transaction; future financial and operating results of Travelport; Travelport’s plans, objectives, expectations and intentions with respect to future operations and services; approval of the proposed transaction by shareholders; the satisfaction of the closing conditions to the proposed transaction; and the timing of the completion of the proposed transaction.
All forward-looking statements involve significant risks and uncertainties that could cause future results to differ from those expressed by the forward-looking statements, many of which are generally outside the control of Travelport and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to, (i) the possibility that the proposed transaction is delayed or does not close, including due to the failure to receive required shareholder or regulatory approvals, the taking of governmental action to block the proposed transaction, the inability to obtain required financing, or the failure of other closing conditions, and (ii) the possibility that expected financial results will not be realized, or will not be realized within the expected time period, because of, among other things, factors affecting the level of travel activity, particularly air travel volume, including security concerns, pandemics, general economic conditions, natural disasters and other disruptions; general economic and business conditions in the markets in which Travelport operates, including fluctuations in currencies, particularly in the U.S. dollar, and the economic conditions in the Eurozone; pricing, regulatory and other trends in the travel industry; Travelport’s ability to obtain travel provider inventory from travel providers, such as airlines, hotels, car rental companies, cruise lines and other travel providers; Travelport’s ability to develop and deliver products and services that are valuable to travel agencies and travel providers and generate new revenue streams; maintenance and protection of Travelport’s information technology and intellectual property; the impact on travel provider capacity and inventory resulting from consolidation of the airline industry; the impact Travelport’s outstanding indebtedness may have on the way Travelport operates its business; Travelport’s ability to achieve expected cost savings from Travelport’s efforts to improve operational and technology efficiency, including through Travelport’s consolidation of multiple technology vendors and locations and the centralization of activities; Travelport’s ability to maintain existing relationships with travel agencies and to enter into new relationships on acceptable financial and other terms; and Travelport’s ability to grow adjacencies, such as payment and mobile solutions; and the impact on business conditions worldwide as a result of political decisions, including the United Kingdom’s decision to leave the European Union.
Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by which, such performance or results will be achieved. Forward-looking information is based on information available at the time and/or management’s good faith belief with respect to future events and is subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. The factors listed in the section captioned “Risk Factors” in Travelport’s Annual Report on Form 10-K for the year ended December 31, 2017, filed with the SEC on February 20, 2018, Travelport’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed with the SEC on May 3, 2018, Travelport’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018, filed with the SEC on August 2, 2018, and Travelport’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, filed with the SEC on November 1, 2018, provide examples of risks, uncertainties and events that may cause actual results to differ materially from the expectations described in the forward-looking statements. You should be aware that the occurrence of the events described in these risk factors and elsewhere could have an adverse effect on Travelport’s business, results of operations, financial position and cash flows.
Forward-looking statements speak only as of the date the statements are made. Travelport assumes no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws. If Travelport does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect thereto or with respect to other forward-looking statements. For any forward-looking statements contained in any document, Travelport claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
Non-GAAP Financial Measures
Adjusted EBITDA is defined as Adjusted Net Income (Loss) excluding depreciation and amortization of property and equipment, amortization of customer loyalty payments, interest expense, net (excluding unrealized gains (losses) on interest rate derivative instruments), components of net periodic pension and post-retirement benefit costs other than service cost and related income taxes.
Adjusted Net Income (Loss) is defined as net income (loss) excluding amortization of acquired intangible assets, gain (loss) on early extinguishment of debt, and items that are excluded under our debt covenants, such as, income (loss) from discontinued operations, gain (loss) on sale of subsidiary, non-cash equity-based compensation, certain corporate and restructuring costs, non-cash impairment of long-lived assets, certain litigation and related costs, and other non-cash items such as unrealized foreign currency gains (losses) on earnings hedges, and unrealized gains (losses) on interest rate derivative instruments, along with any income tax related to these exclusions. Tax impacts not related to core operations have also been excluded.
Adjusted Income (Loss) per Share – Diluted is defined as Adjusted Net Income (Loss) for the period divided by the weighted average number of dilutive common shares.
Free Cash Flow is defined as net cash provided by (used in) operating activities, less cash used for additions to property and equipment.
The Company utilizes non – GAAP (or adjusted) financial measures, including Adjusted EBITDA, Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per Share – diluted, to provide useful supplemental information to assist investors in understanding and assessing its performance and financial results on the same basis that management uses internally. These adjusted financial measures provide investors greater transparency with respect to the key metrics used by management to evaluate Travelport’s core operations, forecast future results, determine future capital investment allocations and understand business trends within the industry. Adjusted Net Income (Loss) per Share – diluted is also used by Travelport’s Board of Directors to determine incentive compensation for future periods. Management believes the adjusted financial measures assist investors in the comparison of financial results between periods as such measures exclude certain items that management believes are not reflective of Travelport’s core operating performance consistent with how management reviews the business.
Adjusted Net Income (Loss), Adjusted Net Income (Loss) per Share – diluted and Adjusted EBITDA are supplemental measures of operating performance that do not represent, and should not be considered as, alternatives to net income (loss), or net income (loss) per share – diluted, as determined under U.S. GAAP. In addition, these measures may not be comparable to similarly named measures used by other companies.
The Company believes Adjusted Income (Loss) per Share – diluted is a useful measure for its investors as it represents, on a per share basis, the company’s consolidated results, taking into account depreciation and amortization on property and equipment and amortization of customer loyalty payments, as well as other items which are not allocated to the operating businesses such as interest expense (excluding unrealized gains (losses) on interest rate derivative instruments), certain components of net periodic pension and post-retirement benefit costs and related income taxes but excluding the effects of certain expenses not directly tied to the core operations of the company’s businesses. Adjusted Income (Loss) per Share – diluted has similar limitations as Adjusted Net Income (Loss) and Adjusted EBITDA and may not be comparable to similarly named measures used by other companies. In addition, Adjusted Net Income (Loss) does not include all items that affect the company’s net income (loss) and net income (loss) per share for the period. Therefore, the company believes it is important to evaluate these measures along with its consolidated statements of operations.
The Company believes its important measure of liquidity is Free Cash Flow. This measure is a useful indicator of the company’s ability to generate cash to meet its liquidity demands. Travelport uses Free Cash Flow to conduct and evaluate its operating liquidity. The Company believes it typically presents an alternate measure of cash flows since purchases of property and equipment are a necessary component of its ongoing operations and provides useful information regarding how cash provided by operating activities compares to the property and equipment investments required to maintain and grow its platform. Travelport believes Free Cash Flow provides investors with an understanding of how assets are performing and measures management’s effectiveness in managing cash. Free Cash Flow is a non – GAAP measure and may not be comparable to similarly named measures used by other companies. This measure has limitation in that it does not represent the total increase or decrease in the cash balance for the period, nor does it represent residual cash flow for discretionary expenditures. This measure should not be considered as a measure of liquidity or cash flows from operations as determined under U.S. GAAP.
These non–GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of Travelport’s results as reported under U.S. GAAP.
Contacts
Travelport:
Investors
Majid Nazir
Head of Investor Relations
Tel: +44 (0)1753 288 857
majid.nazir@travelport.com
Peter Russell
Group Treasurer
Tel: +44 (0)1753 288 248
peter.russell@travelport.com
Media
Julian Eccles
Vice President, PR and Communications
Tel: +44 (0)7720 409 374
julian.eccles@travelport.com
Anna Davies
Head of Global Communications
Tel: +44 (0)7787 501 908
anna.davies@travelport.com
Michael Flaherty
Senior Vice President, Gladstone Place Partners
Tel: +1 646 668 6852
mflaherty@gladstoneplace.com
Siris:
Dana Gorman
Managing Director, Abernathy MacGregor
Tel: +1 212 371 5999
dtg@abmac.com
Blair Hennessy
Senior Vice President, Abernathy MacGregor
Tel: +1 212 371 5999
bth@abmac.com
Elliott/Evergreen:
Stephen Spruiell
Tel: +1 212 478 2017
sspruiell@elliottmgmt.com
SS&C Completes Acquisition of Intralinks
SS&C Completes Acquisition of Intralinks
WINDSOR, Conn., Nov. 16, 2018 /PRNewswire/ — SS&C Technologies Holdings, Inc. (Nasdaq: SSNC), a global provider of financial services software and software-enabled services, today announced it has completed the acquisition of Intralinks Holdings, Inc. Intralinks is a leading financial technology provider for the global banking, deal making and capital markets communities.
Intralinks facilitates strategic initiatives including mergers and acquisitions, capital raising and investor reporting by enabling and securing the flow of information. Intralinks also provides the leading investor communications platform for private equity and hedge fund professionals with the largest hosted community of general and limited partners for the alternative investments industry. Intralinks brings to SS&C over 800 employees globally and more than 4,000 clients including banks, alternative and blue chip corporate clients.
“We are excited about the technology and expertise that Intralink’s brings to SS&C,” said Bill Stone, Chairman and Chief Executive Officer, SS&C Technologies. “Intralinks and SS&C share many of the industry’s largest customers and together we are well-positioned to meet the needs of major banks, alternative funds and other corporations seeking to automate document-centric, collaborative workflows.”
“We are thrilled to be part of SS&C. Intralinks has strived to build a culture in which our people and their
innovations enable us to become the leading technology provider for global banking, dealmaking and capital
markets communities,” said Leif O’Leary, CEO at Intralinks. “Together, we are well-positioned to meet the needs of our combined customer base and further expand SS&C’s growing FinTech footprint.”
Under the terms of the agreement, as announced on September 6, 2018, SS&C purchased Intralinks for a total consideration of $1.5 billion. The purchase price will consist of $1 billion in cash and $500 million in SS&C stock, with the per share price of the stock based on the volume weighted average trading price for 30 trading days prior to closing. SS&C funded the acquisition with a combination of approximately 9.9 million common shares and $1.0 billion of incremental term loan debt. As previously announced, SS&C expects $15 million of run-rate costs savings, achieved by 2021. The transaction is expected to be immediately accretive to adjusted earnings per share.
About SS&C Technologies
SS&C is a global provider of investment and financial software-enabled services and software for the global
financial services industry. Founded in 1986, SS&C is headquartered in Windsor, Connecticut and has offices around the world. Some 13,000 financial services and healthcare organizations, from the world’s largest institutions to local firms, manage and account for their investments using SS&C’s products and services.
Additional information about SS&C (Nasdaq:SSNC) is available at www.ssctech.com. Follow SS&C on Twitter, LinkedIn and Facebook.
About Intralinks
Intralinks is a leading financial technology provider for the global banking, deal making and capital markets
communities. As pioneers of the virtual data room, Intralinks enables and secures the flow of information
facilitating strategic initiatives such as mergers and acquisitions, capital raising and investor reporting. In its 20-year history. Intralinks has earned the trust and business of more than 99 percent of the Global Fortune 1000 and has executed over $34.7 trillion worth of financial transactions on its platform. www.intralinks.com
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Web.com Announces Completion of Acquisition by an Affiliate of Siris Capital Group, LLC
Web.com Announces Completion of Acquisition by an Affiliate of Siris Capital Group, LLC
JACKSONVILLE, Fla., October 11, 2018 — Web.com Group, Inc. (“Web.com”), a leading global provider of a full range of Internet services and online marketing solutions for small businesses, today announced the completion of its previously announced acquisition by an affiliate of Siris Capital Group, LLC (“Siris”) for approximately $2 billion. In connection with the closing of the transaction, the company, which will continue to operate as Web.com, will be wholly owned by an affiliate of Siris and will no longer trade on the NASDAQ exchange.
“We appreciate Siris’ conviction in the quality of Web.com’s people and products,” said Web.com CEO and President David L. Brown. “We look forward to Web.com’s next phase of evolution and growth as a private company.” The transaction, which was initially announced on June 21, 2018, was approved by a majority of Web.com’s shareholders on October 10, 2018.
About Web.com Group, Inc. | Web.com
Since 1997 Web.com has been the marketing partner for businesses wanting to connect with more customers and grow. We listen, then apply our expertise to deliver solutions that owners need to market and manage their businesses, from building brands online to reaching more customers or growing relationships with existing customers. For some, this means a fast, reliable, attractive website; for others, it means customized marketing plans that deliver local leads; and for others, it means customer-scheduling or customer-relationship marketing (CRM) tools that help businesses run more efficiently. Owners from big to small can focus on running the companies they know while we handle the marketing they need. To learn how this global company collaborates with customers and employees to achieve their potential, explore www.web.com or follow on Twitter at @webdotcom or on Facebook at facebook.com/web.com.
About Siris Capital Group, LLC | Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or executive partners, who work with Siris on a consulting basis to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Media
Web.com:
Brian Wright, (904) 680-6633
CorporateCommunications@web.com
Siris Capital:
Dana Gorman (Abernathy MacGregor), (212) 371-5999
dtg@abmac.com
– or –
Blair Hennessy (Abernathy MacGregor), (212) 371-5999
bth@abmac.com
Web.com Announces Agreement to be Acquired by an Affiliate of Siris Capital Group, LLC for $25.00 per share in All Cash Deal Valued at Approximately $2 Billion
Web.com Announces Agreement to be Acquired by an Affiliate of Siris Capital Group, LLC for $25.00 per share in All Cash Deal Valued at Approximately $2 Billion
Transaction Provides Immediate Value for Shareholders
Acquisition Expected to Close in Q4 2018
JACKSONVILLE, Fla, June 21, 2018 – Web.com Group, Inc. (NASDAQ: WEB), a leading global provider of a full range of Internet services and online marketing solutions for small and medium‐sized businesses, today announced that it has entered into a definitive agreement to be acquired by an affiliate of Siris Capital Group, LLC in an all-cash transaction valued at approximately $2 billion.
Under the terms of the agreement, which has been unanimously approved by the members of Web.com’s board of directors, an affiliate of Siris will acquire all of the outstanding common stock of Web.com for $25.00 per share in cash. The purchase price represents a 30% premium over Web.com’s 90-day volume-weighted average price ended on June 19, 2018.
A special meeting of Web.com’s shareholders will be held as soon as practicable following the filing of a definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC”) and subsequent mailing to its shareholders.
Web.com may solicit alternative acquisition proposals from third parties during a “go-shop” period from the date of the agreement until August 5, 2018. There is no guarantee that this process will result in a superior proposal, and the agreement provides Siris with a customary right to match a superior proposal. Web.com does not intend to disclose developments with respect to the solicitation process unless and until the company determines such disclosure is appropriate.
“This transaction will provide shareholders with immediate and substantial cash value, while also providing us with a partner that shares in our commitment to customers and employees and can add strategic and operational value,” said David L. Brown, chairman, CEO and president of Web.com. “Based on our extensive engagement with Siris over the past two months and our prior discussions with them, we are confident that Siris’ support will enable Web.com to execute on its strategy and next phase of growth.”
Commenting on the transaction, Robert Aquilina, Siris Capital executive partner, said: “Web.com has a 20+ year legacy of leadership in the domain market with strong brand equity and a growing portfolio of attractive, value-add online and marketing services for SMBs. Siris looks forward to nurturing Web.com’s core domain business, supporting and anticipating the diverse needs of the company’s customers, and driving new opportunities for innovation and growth.”
Frank Baker, Co-Founder of Siris Capital, commented: “We are excited to partner with Web.com as it embarks on this new chapter of growth and market leadership. As a private company, Web.com will be able to make strategic investments for sustainable and profitable growth, while remaining agile and focused on delivering best-in-class solutions to its customers.”
The proposed transaction is expected to close in the fourth quarter of 2018 and is subject to approval by Web.com’s shareholders, along with the satisfaction of customary closing conditions and antitrust regulatory approvals, as necessary. The transaction is not subject to any financing condition. Upon completion of the acquisition, Web.com will become wholly owned by an affiliate of Siris.
Web.com will file its quarterly report on Form 10-Q reporting its second quarter financial results but does not intend to host a quarterly earnings call.
Financing & Advisors
Equity financing will be provided by investment funds affiliated with Siris. Siris has secured committed debt financing for the transaction from Morgan Stanley Senior Funding, Inc., RBC Capital Markets, and Macquarie Capital.
Morgan Stanley & Co. LLC, RBC Capital Markets, and Macquarie Capital are serving as financial advisors to Siris. Sidley Austin LLP is acting as corporate counsel to Siris and Kirkland & Ellis LLP is acting as financing counsel to Siris in connection with the transaction. BofA Merrill Lynch and J.P. Morgan are serving as financial advisors and Cooley LLP is serving as legal counsel to Web.com.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see Web.com’s Current Report on Form 8-K, which will be filed in connection with this transaction.
About Web.com Group, Inc. | Web.com
Since 1997 Web.com (Nasdaq: WEB) has been the marketing partner for businesses wanting to connect with more customers and grow. We listen, then apply our expertise to deliver solutions that owners need to market and manage their businesses, from building brands online to reaching more customers or growing relationships with existing customers. For some, this means a fast, reliable, attractive website; for others, it means customized marketing plans that deliver local leads; and for others, it means customer-scheduling or customer-relationship marketing (CRM) tools that help businesses run more efficiently. Owners from big to small can focus on running the companies they know while we handle the marketing they need. To learn how this global company collaborates with customers and employees to achieve their potential, explore www.web.com or follow on Twitter at @webdotcom or on Facebook at www.facebook.com/web.com.
About Siris Capital Group, LLC | Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or executive partners, who work with Siris on a consulting basis to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
FORWARD LOOKING STATEMENTS
This press release contains “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. The reader is cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events and these include statements using the words such as will and expected, and similar statements. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the expectations of Web.com. Risks and uncertainties include, but are not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect Web.com’s business and the price of its common stock, (ii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the merger agreement by the stockholders of Web.com, and the receipt of certain governmental and regulatory approvals, (iii) the failure of Parker Private Holdings II, LLC and Parker Merger Sub, Inc. to obtain the necessary financing pursuant to the arrangements set forth in the debt commitment letters delivered pursuant to the merger agreement or otherwise, (iv) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, (v) the effect of the announcement or pendency of the transaction on Web.com’s business relationships, operating results, and business generally, (vi) risks that the proposed transaction disrupts current plans and operations of Web.com and potential difficulties in Web.com employee retention as a result of the transaction, (vii) risks related to diverting management’s attention from Web.com’s ongoing business operations, and (viii) the outcome of any legal proceedings that may be instituted against Web.com or Parker Private Holdings II, LLC or Parker Merger Sub, Inc. related to the merger agreement or the transaction. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that affect the businesses of Web.com described in the “Risk Factors” section of Web.com’s Annual Report on Form 10-K for the year ended December 31, 2017, and in Web.com’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed with the SEC on February 23, 2018, and May 4, 2018, respectively, and other documents filed from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Copies of these filings are available online at www.sec.gov and https://ir.web.com/financial-information/sec-filings Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Web.com assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Web.com does not give any assurance that it will achieve its expectations.
IMPORTANT INFORMATION FOR INVESTORS
In connection with the proposed transaction, Web.com intends to file with the SEC a proxy statement (the “proxy statement”) and mail the proxy statement to its stockholders. INVESTORS AND SECURITY HOLDERS OF WEB.COM ARE URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE, AND OTHER RELEVANT DOCUMENTS, AND ANY RELATED AMENDMENTS OR SUPPLEMENTS, FILED WITH THE SEC CAREFULLY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT WEB.COM, THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of the proxy statement and other documents (when available) that Web.com files with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by Web.com will be available free of charge on Web.com’s investor relations website at https://ir.web.com/financial-information/sec-filings or by contacting Web.com’s Investor Relations Department at Ira.Berger@web.com.
PARTICIPANTS IN THE SOLICITATION
Web.com and certain of its directors, executive officers and employees may be considered participants in the solicitation of proxies in connection with the proposed transaction. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the shareholders of Web.com in connection with the transaction, including a description of their respective direct or indirect interests, by security holdings or otherwise, will be included in the Proxy Statement described above when it is filed with the SEC. Additional information regarding Web.com’s directors and executive officers is also included in Web.com’s proxy statement for its 2018 Annual Meeting of Stockholders, which was filed with the SEC on March 30, 2018. These documents are available free of charge as described above.
NO OFFER OR SOLICITATION
This communication is neither an offer to buy, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law.
Contacts:
Web.com:
Investors
Ira Berger, (904) 680-6909
Ira.Berger@web.com
Media
Brian Wright, (904) 680-6633
CorporateCommunications@web.com
Siris Capital:
Dana Gorman (Abernathy MacGregor), (212) 371-5999
dtg@abmac.com
or
Blair Hennessy (Abernathy MacGregor), (212) 371-5999
bth@abmac.com
Plantronics Completes Acquisition of Polycom
Plantronics Completes Acquisition of Polycom
SANTA CRUZ, Calif., July 02, 2018 (GLOBE NEWSWIRE) — Plantronics (NYSE:PLT) announced today that it has completed its acquisition of Polycom. The acquisition of Polycom will accelerate and expand Plantronics’ vision and enable it to deliver the broadest portfolio of end points in the Unified Communications and Collaboration (UCC) ecosystem.
“We are pleased that Plantronics and Polycom are moving ahead as one company focused on putting people at the center of every collaboration experience,” stated Joe Burton, Plantronics’ President and Chief Executive Officer. “Plantronics now offers an unparalleled portfolio of integrated, intelligent solutions that spans headsets, software, desk phones, audio and video conferencing, and cloud services. This combined offering empowers people with the tools and flexibility they need to create the best experience when connecting to what is most important to them.”
UCC and team collaboration technology are unlocking human potential at work and at home. With this acquisition, Plantronics is focused on voice, video, content, and cloud solutions for every place that technology touches people as they work, share, collaborate, and play. As trends in enterprise communications move toward open work spaces and flexible work arrangements, the ecosystem of platforms and devices continues to expand. With the addition of Polycom’s leading portfolio, Plantronics can offer a premium experience regardless of the UCC solutions selected by the customer.
“The combination of Plantronics and Polycom comes at a critical time when customers are searching for high-quality audio and video solutions that are easy to buy, easy to use, and easy to manage,” said Ira M. Weinstein, Founder, Recon Research. “The company’s offerings work with on-premises, cloud (service provider) and hybrid platforms, giving customers the flexibility to choose their deployment method and cloud migration timing. In addition, its global channel and technology partner ecosystem fosters both innovation and global reach. We’re expecting great things in the future from the new and expanded Plantronics.”
Plantronics expects the acquisition to be immediately accretive to Non-GAAP earnings per share and believes it can achieve annual run-rate cost synergies of $75 million within 12 months. Non-GAAP earnings per share may exclude charges related to stock-based compensation, purchase accounting adjustments, acquisition and integration costs, restructuring and other related charges, litigation settlements, as well as the tax impact of these items and any discrete tax adjustments.
Under terms of the acquisition agreement, Plantronics acquired Polycom at a $2.0 billion enterprise value with the total consideration consisting of approximately $1.638 billion in cash and 6.352 million Plantronics shares, resulting in Triangle Private Holdings II, LLC, which was Polycom’s sole shareholder, owning approximately 16.0% of Plantronics following the acquisition. Under the terms of the transaction, Frank Baker, Co-Founder and Managing Partner, Siris Capital Group (an affiliate of Triangle Private Holdings II, LLC), and Daniel Moloney, Executive Partner, Siris Capital Group, were appointed to Plantronics Board of Directors and have been nominated for election by Plantronics’ stockholders at the 2018 Annual Meeting of Stockholders.
In conjunction with the closing of the acquisition, Plantronics today completed the financing of the transaction through a $1.275 billion term loan priced at LIBOR plus 250 bps, maturing in July 2025 (“Term Loan”). Proceeds of the Term Loan, along with cash on hand, were used to finance the acquisition as well as pay related fees and expenses. Additionally, Plantronics concurrently replaced its existing $100 million credit facility with Wells Fargo Bank, N.A. (“Wells Fargo”), with a new $100 million credit facility. Wells Fargo led the new Term Loan facility, as well as the replacement of the existing credit facility and will act as administrative agent for both the Term Loan and new credit facility. Foley & Lardner LLP acted as outside legal counsel for Plantronics. Further details regarding the terms of the Term Loan and new credit facility are outlined in Plantronics’ Current Report on Form 8-K to be filed today with the Securities and Exchange Commission.
Q1 Fiscal Year 2019 Earnings Release Date
Plantronics will release financial results for its fiscal Q1 2019 on August 7, 2018. Given that the acquisition closed after the quarter ended, Plantronics will issue financial results on a standalone basis for the quarter, but intends to issue guidance for the September quarter on a combined basis.
Forward Looking Statements
This press release, together with other statements and information publicly disseminated by Plantronics, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended , including statements relating to: (i) potential accretion from the transaction; (ii) expected synergies; (iii) benefits to our business, partners and users that we expect from the acquisition; (iv) expectations regarding timing; and (v) expectations and targets regarding cash flow and debt repayments, in addition to other matters discussed in this press release that are not purely historical data. We do not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise.
Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those contemplated by such statements. Among the factors that could cause actual results to differ materially from those contemplated are:
- the ability to: (i) realize expected synergies or operating efficiencies within the expected time-frames or not at all and (ii) integrate Polycom’s business in a timely and cost-efficient manner without adversely impacting operations, including new product launches;
- the effect of the acquisition on (i) relationships with the combined company’s historical customers, suppliers and strategic partners and their operating results and businesses generally (including the diversion of management time on integration-related issues), (ii) competition and competitive strategies, including each party’s historical competitors, and (iii) the combined company’s ability to retain and hire key personnel;
- the possibility that pending and unforeseen Polycom legal and regulatory enforcement may adversely impact the results of the combined company in amounts exceeding or otherwise not within the scope of Plantronics indemnification rights under the acquisition agreement;
- the risks associated with the increased leverage undertaken by the company as a result of the acquisition;
- the potential negative effects of the acquisition on the market price of the company’s common stock, particularly in light of the issuance of stock in the transaction;
- risks relating to our financial reporting including those resulting from the adoption of new accounting pronouncements and associated system implementation in the context of the acquisition, our ability to forecast financial results of the combined company and the risk that reporting system integration could impact our ability to make timely and accurate SEC filings;
- the potential impact of the acquisition on our future tax rate and payments based on the consolidation of the global group and our ability to quickly integrate foreign operations;
- the challenges of integrating the supply chains of the two companies;
- the potential that our due diligence did not uncover risks and potential liabilities associated with Polycom;
- our ability to realize and achieve positive financial results projected to arise in the Enterprise market from UCC adoption could be adversely affected by a variety of factors including the following: (i) as UCC become more widely adopted, the risk that competitors will offer solutions that will effectively commoditize our product and service offerings which, in turn, will reduce the sales prices for our products and services; (ii) our plans are dependent upon adoption of our UCC solutions by major platform providers and strategic partners such as Microsoft Corporation, Cisco Systems, Inc., Avaya, Inc., Alcatel-Lucent, and Huawei, and our influence over such providers with respect to the functionality of their platforms or their product offerings, their rate of deployment, and their willingness to integrate their platforms and product offerings with our solutions is limited; (iii) delays or limitations on our ability to timely introduce solutions that are cost effective, feature-rich, stable, and attractive to our customers within forecasted development budgets; (iv) our successful implementation and execution of new and different processes involving the design, development, and manufacturing of complex electronic systems composed of hardware, firmware, and software that works seamlessly and continuously in a wide variety of environments and with multiple devices; (v) failure of UCC solutions generally, or our solutions in particular, to be adopted with the breadth and speed we anticipate; (vi) our sales model and expertise must successfully evolve to support complex integration of hardware and software with UCC infrastructure consistent with changing customer purchasing expectations; (vii) as UCC becomes more widely adopted we anticipate that competition for market share will increase, particularly given that some competitors may have superior technical and economic resources; (viii) sales cycles for more complex UCC deployments are longer as compared to our traditional Enterprise products; (ix) our inability to timely and cost-effectively adapt to changing business requirements may impact our profitability in this market and our overall margins; and (x) our failure to expand our technical support capabilities to support the complex and proprietary platforms in which our UCC products are and will be integrated;
- volatility in prices from our suppliers, including our manufacturers located in China, which have in the past and could in the future negatively affect our profitability and/or market share;
- fluctuations in foreign exchange rates;
- the bankruptcy or financial weakness of distributors or key customers, or the bankruptcy of or reduction in capacity of our key suppliers;
- seasonality in one or more of our product categories;
- general global macroeconomic and geo-political conditions, including but not limited to, fluctuations in the stock markets generally; and
- slowdowns or downturns in economic conditions generally and in the market for consumer electronics, including voice, video and content solutions.
About Plantronics
For more information concerning these and other possible risks, please refer to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on May 9, 2018 and other filings with the Securities and Exchange Commission, as well as recent press releases. The Securities and Exchange Commission filings can be accessed over the Internet at http://www.sec.gov/edgar/searchedgar/companysearch.html.
Plantronics is an audio pioneer and a leader in the communications industry. Plantronics technology creates rich, natural, people-first audio and collaboration experiences so good ideas can be shared and heard—wherever, whenever and however they happen. The company’s portfolio of integrated communications and collaboration solutions spans headsets, software, desk phones, audio and video conferencing, analytics and services. Our solutions are used worldwide by consumers and businesses alike and are the leading choice for every kind of workspace. For more information visit plantronics.com.
Plantronics is a registered trademark of Plantronics. The Bluetooth name and the Bluetooth trademarks are owned by Bluetooth SIG, Inc. and are used by Plantronics under license. All other trademarks are the property of their respective owners.
Plantronics Investor Contact:
Will Zelver
Manager, Investor Relations & External Reporting
+1 (831) 420-3168
Plantronics Media Contact:
George Gutierrez
Sr. Director, Global Communications & Content Strategy
+1 (831) 458-7537
Plantronics to Acquire Polycom for $2 billion
Plantronics to Acquire Polycom for $2 billion
Creating the communications and collaboration gold-standard so good ideas are seen and heard
- Accelerates and expands Plantronics vision and market opportunity to be the preferred
communications and collaboration touch point - Creates the broadest portfolio of communications and collaboration endpoints for the $39.9B
UCC industry (Frost and Sullivan, 2018) - Establishes critical relevance to create differentiation from insights and interoperability
- Expected to be immediately accretive to Non-GAAP EPS
- Expect $75 million in annual run-rate cost synergies within 12 months of transaction close
SANTA CRUZ, Calif., March 28, 2018 (GLOBE NEWSWIRE) — Plantronics (NYSE: PLT) and Polycom today announced that they have entered into a definitive agreement under which Plantronics will acquire Polycom in a cash and stock transaction valued at $2.0 billion enterprise value. The transaction has been unanimously approved by the boards of directors of both companies, is subject to regulatory approvals and other customary closing conditions, and is expected to close by the end of the third calendar quarter of 2018.
Compelling Strategic Rationale
With the acquisition of Polycom, Plantronics will become the partner of choice for the communications and collaboration ecosystem.
The combination:
- Accelerates Plantronics Strategy. Polycom brings a global leadership position in voice and video collaboration, accelerating Plantronics vision of delivering new communications and collaboration experiences.
- Broadens Portfolio. With the addition of Polycom, Plantronics will have the broadest portfolio of complementary products and services across the global communications and collaboration ecosystem, and the ability to create exceptional user experiences.
- Expands Market Opportunity. The combination positions Plantronics to capture additional opportunities across the $39.9B Unified Communications and Collaboration industry driven by innovation in video and the ubiquity of audio, building growth opportunities through data analytics and insight services.
- Augments Services Business. Polycom significantly expands Plantronics services offering, providing a meaningful presence in management and analytics services.
Today’s news will further accelerate Plantronics vision of an enterprise that is able to leverage powerful analytics, video and audio touchpoints to ignite all new communications and collaboration experiences. According to Joe Burton, President and Chief Executive Officer, Plantronics, “With the addition of Polycom’s solutions across video, audio and collaboration we will be able to deliver a comprehensive portfolio of communications and collaboration touch points and services to our customers and channel partners. This will put Plantronics in an ideal position to solve for today’s enterprise collaboration requirements while capitalizing on market opportunities associated with the evolving, intelligent enterprise.”
“Polycom has returned to growth by focusing on building strong ecosystem partnerships and delivering innovative, smart solutions for our customers and partners,” said Mary T. McDowell, Chief Executive Officer, Polycom. “Bringing Plantronics and Polycom together will broaden the breadth of solutions available to customers and partners and create a consistent end-user experience across many collaboration applications and devices. As one company, Plantronics and Polycom will make it even easier for all customers to solve big-business problems through human-to-human connections.”
“Siris recognizes the incredible opportunity in the Unified Communications industry and has been focused on building momentum in the industry for several years,” said Frank Baker, Founder and Managing Partner, Siris Capital. “We are excited about the long-term value that the combination of Plantronics and Polycom will create for customers, partners, stakeholders and employees.”
Polycom is a Leading Global provider of Communications and Collaboration Technologies
Polycom is privately held and has been an innovator in personal collaboration, group collaboration, and services (including customer care, managed and professional services, and cloud services for interoperability, management, and analytics). For CY2017, Polycom had GAAP revenue of $1.1 billion, Non-GAAP gross margin of 56.6%, Non-GAAP operating income of $183.1 million and Non-GAAP operating margin of 16.0%.
Significantly Enhances Plantronics Long-Term Shareholder Value
The transaction is expected to be immediately accretive to Non-GAAP EPS. Plantronics targets achieving annual run-rate cost synergies of $75 million within 12 months of transaction close.
Transaction Details
Under terms of the definitive agreement, Plantronics will acquire Polycom for $2.0 billion enterprise value consisting of an estimated $690 million of net debt and an estimated $948 million in cash and 6.352 million Plantronics shares, valued at $362 million based on the 20 trading day average closing price of Plantronics stock prior to signing, resulting in Polycom shareholders owning approximately 16.0%
of the combined company. Estimated amounts are subject to customary post-closing adjustments per the definitive agreement. Frank Baker, Founder and Managing Partner, Siris Capital, and Daniel Moloney, Executive Partner, Siris Capital, will join Plantronics Board of Directors.
Transaction Financing
Plantronics intends to fund the cash portion of the consideration with cash on hand and approximately $1.375 billion in new, fullycommitted debt financing. Wells Fargo Bank and affiliates have committed to provide the debt financing for the transaction, subject to customary conditions. Plantronics expects to pay down a significant portion of the debt within the next several years with cash on the balance sheet and through cash generation.
Advisors
Wells Fargo Securities is acting as lead financial advisor to Plantronics and Foley & Lardner LLP is serving as legal advisor. Morgan Stanley & Co. LLC is also serving as a financial advisor to Plantronics. Moelis & Company LLC and Macquarie Capital are acting as financial advisors to Polycom, along with Sidley Austin LLP who served as legal advisor.
Other Information
Effective April 1, 2018 Robert Hagerty, board member and Chairman of the Strategy and Mergers and Acquisitions committees, will assume the role of Chairman and Marv Tseu will assume the role of Vice-Chairman of the Plantronics Board of Directors.
Plantronics announced that it is reaffirming its financial outlook previously announced in its third fiscal quarter 2018 earnings press release dated January 30, 2018.
Conference Call Information
We have scheduled a conference call to discuss the Plantronics acquisition of Polycom. The conference call will take place today, March 28, 2018 at 8:00 a.m. EDT (5:00 a.m. PDT). All interested investors and potential investors in our stock are invited to participate. To listen to the call, please dial in five to ten minutes prior to the scheduled starting time and reference conference ID #2385209 and the “Plantronics
Conference Call.” The dial-in from North America is +1 (888) 301-8736 and the international dial-in is +1 (706) 634-7260. The conference call will also be simultaneously webcast in the Investor Relations section of our website.
A replay of the call with the conference ID #2385209 will be available until May 28, 2018 at +1 (855) 859-2056 for callers from North America and at +1 (404) 537-3406 for all other callers.
About Plantronics
Plantronics is an audio pioneer and a global leader in the communications industry. We create intelligent and adaptive solutions that support our customers’ most important needs: experiencing and facilitating simple and clear communications while enjoying distractionfree environments. Our solutions are used worldwide by consumers and businesses alike, and are an optimal choice for open office environments. From Unified Communications and customer service ecosystems, to data analytics and Bluetooth headsets, Plantronics delivers high-quality communications solutions that our customers count on today, while relentlessly innovating on behalf of their future. For more information visit Plantronics.com.
Plantronics is a registered trademark of Plantronics. The Bluetooth name and the Bluetooth trademarks are owned by Bluetooth SIG, Inc. and are used by Plantronics under license. All other trademarks are the property of their respective owners.
About Polycom
Polycom helps organizations unleash the power of human collaboration. More than 400,000 companies and institutions worldwide defy distance with secure video, voice and content solutions from Polycom to increase productivity, speed time to market, provide better customer service, expand education and save lives. Polycom and its global partner ecosystem provide flexible collaboration solutions for any environment that deliver the best user experience, the broadest multivendor interoperability and unmatched investment protection. Visit www.Polycom.com or connect with us on Twitter, Facebook, and LinkedIn to learn more.
Forward-Looking Statements
- This press release, together with other statements and information publicly disseminated by Plantronics, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended , including statements relating to: (i) potential accretion from the transaction; (ii) expected synergies; (iii) benefits
to our business that we expect from the combination; (iv) expectations regarding timing; and (v) expectations regarding deb repayments, in addition to other matters discussed in this press release that are not purely historical data. We do not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those contemplated by such statements. Among the factors that could cause actual results to differ materially from those contemplated are: - the ability to: (i) realize expected synergies or operating efficiencies in connection with the proposed transaction within the expected time-frames or not at all and (ii) integrate Polycom’s business in a timely and cost-efficient manner without adversely impacting operations, including new product launches;
- the effect of the announcement of the proposed transaction on (i) Polycom’s and Plantronics’ relationships with their respective customers, suppliers and strategic partners and their operating results and businesses generally (including the diversion of management time on transaction-related issues) and (ii) Polycom’s and Plantronics’ ability to retain and hire key personnel;
- the possibility that legal and regulatory enforcement matters that are pending at Polycom may adversely impact the results of the combined company despite indemnification that Siris Capital is providing;
- the risk that the financing that Plantronics must receive to consummate the proposed transaction is not obtained on the terms that we anticipate or that it is not available at all, which is magnified by the absence of a financing condition, and the risks associated with the increased leverage that the company will have as a result of the transaction;
- the potential negative effects of the announcement of the proposed transaction on the market price of the company’s common stock, particularly in light of the issuance of stock in the transaction;
- uncertainties associated with any aspect of the proposed transaction, including: (i) the risk that not all conditions to closing of the proposed transaction will be satisfied or waived; (ii) uncertainties related to transaction costs; (iii) uncertainties related to the anticipated timing of filings and approvals relating to the proposed transaction; and (iv) the possibility that the proposed transaction does not close when expected or at all;
- risks relating to our financial reporting including those resulting from the adoption of new accounting pronouncements and associated system implementation in the context of the transaction, our ability to forecast financial results of the combined company and the risk that reporting system integration could impact our ability to make timely and accurate SEC filings;
- the potential impact of the transaction on our future tax rate and payments based on the consolidation of the global group and our ability to quickly integrate foreign operations;
- the challenges of integrating the supply chains of the two companies;
- the potential that our due diligence did not uncover risks and potential liabilities associated with the acquired business;
- our ability to realize and achieve positive financial results projected to arise in the Enterprise market from UC adoption could be adversely affected by a variety of factors including the following: (i) as UC becomes more widely adopted, the risk that
competitors will offer solutions that will effectively commoditize our headsets which, in turn, will reduce the sales prices for our headsets; (ii) our plans are dependent upon adoption of our UC solution by major platform providers and strategic partners such as Microsoft Corporation, Cisco Systems, Inc., Avaya, Inc., Alcatel-Lucent, and Huawei, and our influence over such providers
with respect to the functionality of their platforms or their product offerings, their rate of deployment, and their willingness to integrate their platforms and product offerings with our solutions is limited; (iii) delays or limitations on our ability to timely introduce solutions that are cost effective, feature-rich, stable, and attractive to our customers within forecasted development budgets; (iv) our successful implementation and execution of new and different processes involving the design, development, and manufacturing of complex electronic systems composed of hardware, firmware, and software that works seamlessly and continuously in a wide variety of environments and with multiple devices; (v) failure of UC solutions generally, or our solutions in particular, to be adopted with the breadth and speed we anticipate (vi) our sales model and expertise must successfully evolve
to support complex integration of hardware and software with UC infrastructure consistent with changing customer purchasing expectations; (vii) as UC becomes more widely adopted we anticipate that competition for market share will increase, particularly given that some competitors may have superior technical and economic resources; (vii) (viii) sales cycles for more complex UC deployments are longer as compared to our traditional Enterprise products; (ix) our inability to timely and cost effectively adapt to changing business requirements may impact our profitability in this market and our overall margins; and (x) our failure to expand our technical support capabilities to support the complex and proprietary platforms in which our UC products are and will be integrated; - volatility in prices from our suppliers, including our manufacturers located in China, have in the past and could in the future negatively affect our profitability and/or market share;
- fluctuations in foreign exchange rates;
- the bankruptcy or financial weakness of distributors or key customers, or the bankruptcy of or reduction in capacity of our key suppliers;
- seasonality in one or more of our product categories;
- general global macroeconomic and geo-political conditions, including but not limited to, fluctuations in the stock markets generally; and
- slowdowns or downturns in economic conditions generally and in the market for consumer electronics, including voice, video and content solutions.
For more information concerning these and other possible risks, please refer to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on May 10, 2017 and other filings with the Securities and Exchange Commission, as well as recent press releases. The Securities and Exchange Commission filings can be accessed over the Internet at http://www.sec.gov/edgar/searchedgar/companysearch.html.
Plantronics Investor Contact:
Will Zelver
Manager, Investor Relations & External Reporting
+1 (831) 420-3168
Plantronics Media Contact:
George Gutierrez
Sr. Director, Global Communications & Content Strategy
+1 (831) 458-7537
Synchronoss Announces Closing of Convertible Preferred Stock Investment
Synchronoss Announces Closing of Convertible Preferred Stock Investment
Siris Capital Group invests in Synchronoss
BRIDGEWATER, N.J.–(BUSINESS WIRE)–Feb. 15, 2018– Synchronoss Technologies, Inc.(NASDAQ:SNCR) (“Synchronoss” or the “Company”), a global leader and innovator in cloud, messaging and digital products, today announced that it has closed the previously announced sale of $185 million in a newly created series of preferred stock to affiliates of Siris Capital Group, LLC (“Siris”).
Under the terms of the agreement, Silver Private Holdings I, LLC (“Silver”), an affiliate of Siris, will receive 185,000 shares of Series A Convertible Participating Perpetual Preferred Stock of the Company in exchange for $97.7 million in cash and the transfer to Synchronoss of 5,994,667 shares of common stock (approximately 12.6% of the Company’s outstanding stock), representing all the shares of common stock held by Silver.
“We are excited to close on the investment from Siris and view this as another positive step forward for Synchronoss,” said Glenn Lurie, President and Chief Executive Officer of Synchronoss. “The additional capital from this transaction further strengthens the Company’s balance sheet and financial flexibility as we execute against our product and growth strategies. Synchronoss is delivering those next-generation cloud, messaging and digital products that companies in the technology-media-telecom (TMT) sector rely on in order to differentiate and successfully compete in the world of burgeoning data usage growth in IoT and overall customer experience. We remain optimistic about the future given our world class customer base, long-term customer relationships, and strong financial profile.”
Frank Baker, a Co-Founder and Managing Partner of Siris added, “We believe that Synchronoss represents an attractive opportunity to build meaningful shareholder value. I look forward to joining the company’s board of directors to collaborate with the management team and partner together to help the company realize its significant potential.” Baker added, “The on-going digital transformation in the TMT sector requires partners with experience in delivering seamless, self-service solutions at scale to their many end-users and enterprise customers. Synchronoss has a long-term track record of delivering solutions which engage and delight users throughout the constantly changing customer journey.”
As part of Siris’ investment in Synchronoss, the firm has the right to appoint two members of the Company’s board of directors, among other governance rights. Frank Baker and Peter Berger, each a Co-Founder and Managing Partner of Siris, have joined the board of directors of Synchronoss.
Each share of Series A Convertible Participating Perpetual Preferred Stock converts into 55.5556 shares of common stock at a conversion price of approximately $18.00 per share and carries an annual dividend rate of 14.5%.
The Company continues to maintain a strong cash balance, and as of December 31, 2017, had approximately $249 million in cash, cash equivalents, restricted cash and marketable securities, not including the net proceeds received in connection with the above transaction.
About Synchronoss
Synchronoss transforms the way companies create new revenue, reduce costs and delight their subscribers with cloud, messaging and digital products supporting hundreds of millions of subscribers across the globe. Synchronoss’ secure, scalable and groundbreaking new technologies, trusted partnerships and talented people change the way TMT customers grow their business. For more information visit us at: www.synchronoss.com.
Forward-looking Statements
This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts and statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “outlook” or words of similar meanings. These statements are based on the Company’s current expectations and beliefs and various assumptions. There can be no assurance that the Company will realize these expectations or that these beliefs will prove correct. Numerous factors, many of which are beyond the Company’s control, could cause actual results to differ materially from those expressed as forward-looking statements. These factors include, but are not limited to, risks associated with the effect of Siris’s investment on the Company’s business relationships, operating results, and business generally; risks that Siris’s investment disrupts current plans and operations of the Company; risks related to diverting management’s attention from the Company’s ongoing business operations; risks related to the outcome of any legal proceedings that may be instituted against the Company, its officers or directors related to the Siris investment or otherwise; risks associated with the Company’s ongoing accounting review; fluctuations in the Company’s financial and operating results; uncertainty regarding increased business and renewals from existing customers; disruptions to the implementation of the Company’s strategic priorities and business plan caused by changes in the Company’s senior management team; customer renewal rates and attrition; customer concentration; the Company’s ability to maintain the security and integrity of its systems; foreign currency exchange rates; the financial and other impact of previous and future acquisitions; competition in the enterprise and mobile solutions markets; the Company’s ability to retain and motivate employees; technological developments; litigation and disputes and the costs related thereto; unanticipated changes in the Company’s effective tax rate; uncertainties surrounding domestic and global economic conditions; and other factors that are described in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, which is on file with the SEC and available on the SEC’s website at www.sec.gov. Additional factors may be described in those sections of the Company’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017 andJune 30, 2017 and September 30, 2017, to be filed with the SEC as soon as practicable. The Company does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.
View source version on businesswire.com:
http://www.businesswire.com/news/home/20180215006366/en/
Source: Synchronoss Technologies, Inc.
Synchronoss Technologies, Inc.
Seth Potter, +1 646-277-1230
investor@synchronoss.com
Bethany Mayer Joins Siris Capital Group as Executive Partner
Bethany Mayer Joins Siris Capital Group as Executive Partner
New York, January 3, 2018 – Siris Capital Group, LLC (“Siris”), a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies, today announced that Bethany Mayer has joined Siris as an executive partner. Ms. Mayer was most recently senior vice president of Keysight Technologies and president of Keysight’s Ixia Solutions group. In her new role at Siris, Ms. Mayer will work closely with the firm’s investment professionals and other executive partners to identify and validate potential investment opportunities for Siris as well as assist in the oversight and operations of Siris’ portfolio companies.
Frank Baker, Co-Founder of Siris Capital, commented, “Bethany is an incredibly accomplished, results-oriented leader with a proven track record of growth and operational improvement in both large and small technology companies. Bethany has been instrumental in helping companies transition to their next phase of innovation and we are confident that she will be a natural fit and invaluable asset to the Siris executive partner team and our portfolio companies.”
With more than 25 years of industry experience and senior leadership roles at global technology corporations, Ms. Mayer brings a wealth of knowledge and expertise in both the software and hardware sectors. Ms. Mayer previously served as the president and chief executive officer of Ixia beginning in September 2014, prior to its acquisition by Keysight, where she was responsible for driving all aspects of Ixia’s revenue, strategy and product direction. In 2017, Ms. Mayer was awarded Global Leader of the Year by Women in IT due to her leadership as a CEO. In 2015, Ms. Mayer was named by CRN as a Top 25 Disruptor in the technology industry due to her experience leading breakthrough technology developments including Software Defined Networking and Network Function Virtualization.
Prior to joining Ixia, Ms. Mayer was senior vice president and general manager, Network Functions Virtualization, for Hewlett Packard, Inc., where she led the company’s Network Function Virtualization initiative. Ms. Mayer also served as senior vice president and general manager of HP’s Networking Business unit, where, under her leadership, the group delivered 12 consecutive quarters of growth. Prior to that, she was vice president, marketing and alliances, for HP’s Enterprise Servers Storage and Networking Group. Earlier in her career, Ms. Mayer served as senior vice president, worldwide marketing and corporate development, at Blue Coat Systems, and held roles at Cisco Systems, Apple Computer, Lockheed Martin and a number of smaller technology companies.
Ms. Mayer holds a bachelor’s degree from Santa Clara University and an MBA from California State University, Monterey Bay.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or executive partners, who work with Siris on a consulting basis to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
John Swainson Joins Siris Capital Group as Executive Partner
John Swainson Joins Siris Capital Group as Executive Partner
New York, November 20, 2017 – Siris Capital Group, LLC (“Siris”), a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies, today announced that John Swainson, most recently president of the Dell Software group, has joined Siris as an executive partner. In his new role, Mr. Swainson will work closely with Siris’ investment professionals and other executive partners to identify and validate potential investment opportunities for Siris as well as assist in the oversight and operations of Siris’ portfolio companies.
With over 30 years of industry experience and senior leadership roles at global corporations, Mr. Swainson brings a wealth of knowledge and expertise in the enterprise technology software sector. In his most recent role at Dell, Mr. Swainson was tasked with creating and running an enterprise software division inside of the company. During his tenure there, through a combination of strategic acquisitions and organic growth, Mr. Swainson and his team created a $1.5 billion software organization of 6,000 people that strongly complemented Dell’s corporate strategy.
Frank Baker, Co-Founder of Siris Capital, commented, “John is a highly accomplished leader in the enterprise technology software space, and a natural fit for our existing team of executive partners. For over 30 years, he has helped guide companies into their next phase of innovation and development, and we are confident that he will continue to deliver strategic guidance and operational excellence to our portfolio companies.”
Prior to joining Dell, Mr. Swainson was a senior advisor to a large technology focused private equity firm, and before that served as CEO and Director of CA Inc., a Fortune 500 enterprise software company, from early 2005 to the end of 2009. Before his time at CA, he worked for IBM Corp for over 26 years, where he held various management positions in the United States and Canada, including for seven years as the General Manager of the WebSphere Middleware Division, a business he founded in 1997. Mr. Swainson also ran the IBM worldwide software sales organization, and held a number of senior engineering, marketing and sales management roles.
Mr. Swainson has a bachelor’s degree in Applied Science (mineral engineering) from the University of British Columbia, Canada. He has attended numerous executive education programs over the past 30 years, including the Wharton International Fellows programs and various programs at Harvard, such as The New CEO Workshop and Building Better Boards.
Mr. Swainson joins a team of seasoned executive partners who have, on average, over 20 years of technology, telecommunications or technology-enabled business services industry experience.
Executive partners provide invaluable sourcing and due diligence assistance to investment opportunities and help direct operational improvements post investment.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
Affiliates of Siris Capital Group, LLC Complete Acquisition of Intralinks
Affiliates of Siris Capital Group, LLC Complete Acquisition of Intralinks
NEW YORK, November 14, 2017 – Siris Capital Group, LLC (“Siris”) today announced that investment funds affiliated with Siris have completed the previously disclosed acquisition of Intralinks Holdings, Inc. (“Intralinks”) from Synchronoss Technologies, Inc. (“Synchronoss”) (NASDAQ: SNCR).
Leif O’Leary, the new Chief Executive Officer of Intralinks, commented: “Today marks our return as an independent company, and we are excited and energized to partner with Siris to attack the many opportunities before us. The newly refocused Intralinks is already writing the next chapter in our history with investments in a new user interface and Artificial Intelligence integrated into our platform. This is proof that we remain committed to accelerating our growth and innovation strategies. We are well positioned to execute our standalone strategic plan and continue delivering our solutions to the global banking, deal making and capital markets communities.”
Al Zollar, executive partner at Siris, commented: “Under the leadership of Leif and his executive team, I am confident that Intralinks will thrive in its next phase of growth. For more than 20 years, Intralinks has been an industry leader and innovator, and today is the next step in the company’s long and proud history in the secure enterprise collaboration space. I know that Siris is excited to welcome Intralinks to the Siris portfolio.”
As previously disclosed on October 17, 2017, and under the terms of a separate definitive agreement, investment funds affiliated with Siris agreed to make an investment in convertible preferred equity of Synchronoss in an amount of $185 million, subject to the terms and conditions of that agreement, which Synchronoss has previously publicly filed. Subject to satisfaction of the closing conditions in that agreement, this investment is expected to be completed in the first quarter of 2018.
Financing and Advisors
Equity financing was provided by investment funds affiliated with Siris and certain co-investors. Debt financing for the Intralinks transaction was arranged by RBC Capital Markets, Golub Capital and Macquarie Capital. Evercore, Macquarie Capital and Moelis & Company LLC acted as financial advisors to Siris. Wachtell, Lipton, Rosen & Katz acted as corporate counsel to Siris and Greenberg Traurig, LLP acted as financing counsel to Siris in connection with the transactions.
About Intralinks, Inc. | Intralinks
Intralinks is a leading financial technology provider for the global banking, deal making and capital markets communities. As pioneers of the virtual data room, Intralinks enables and secures the flow of information facilitating strategic initiatives such as mergers and acquisitions, capital raising and investor reporting. In its 20-year history Intralinks has earned the trust and business of more than 99 percent of the Global Fortune 1000 and has executed over $34.7 trillion worth of financial transactions on its platform. For more information, visit www.intralinks.com.
About Siris Capital Group, LLC | Siris Capital
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with
Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Forward-Looking Statements
This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, including with respect to the proposed transactions between Siris and Synchronoss, including statements regarding the benefits of the proposed transactions and the anticipated timing of the proposed transactions. Forward-looking statements can be generally identified by the use of words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue” or similar terminology. These statements reflect only Siris’ current expectations and are not guarantees of future performance or results. These statements are subject to various risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. These risks and uncertainties include, but are not limited to, the effect of the announcement or pendency of the proposed transactions on Intralinks’s business relationships, operating results, and business generally; the risk that revenue opportunities, cost savings, synergies and other anticipated benefits from the proposed transactions may not be fully realized or may take longer to realize than expected; and risks related to the equity and debt financing entered into in connection with the proposed transactions. These forward-looking statements speak only as of the date on which the statements were made. Siris undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
Affiliates of Siris Capital Group, LLC Enter into Agreements to Acquire Intralinks and Make Preferred Equity Investment in Synchronoss Technologies, Inc.
Affiliates of Siris Capital Group, LLC Enter into Agreements to Acquire Intralinks and Make Preferred Equity Investment in Synchronoss Technologies, Inc.
- Transactions to Enable Intralinks and Synchronoss to Focus on Core Competencies and Execution of Strategic Objectives as Separately Capitalized Businesses
- Intralinks to Become an Independent, Privately Owned Portfolio Company of Siris Capital Focused Exclusively on Serving Financial Services and Enterprise Customers with Virtual Data Room and Highly Secure Collaboration Solutions
- Synchronoss to Remain Publicly Traded and Focus Exclusively on the Communications and Media Business
- Leif O’Leary, Current Executive Vice President of Strategic Financials at Synchronoss, Expected to Serve as CEO of Intralinks Upon Completion of the Acquisition
- Acquisition of Intralinks Expected to Close in mid-November 2017; Siris Investment in Synchronoss Expected to Close in the First Quarter of 2018
NEW YORK, October 17, 2017 – Siris Capital Group, LLC (“Siris”) today announced that investment funds affiliated with Siris have entered into a definitive agreement to acquire 100% of the common stock of Intralinks Holdings, Inc. (“Intralinks”), a global leader for secure data sharing and enterprise collaboration solutions and a wholly owned subsidiary of Synchronoss Technologies, Inc. (“Synchronoss”) (NASDAQ: SNCR), a leading provider of cloud-based, white-label software solutions for communications and media companies. Investment funds affiliated with Siris have also entered into a definitive agreement to make an investment in convertible preferred equity of Synchronoss.
Under the terms of the agreements, investment funds affiliated with Siris will acquire all of the stock of Intralinks for approximately $1 billion in consideration and Intralinks will become an independent, privately owned portfolio company of investment funds affiliated with Siris.
Under the terms of the agreements, investment funds affiliated with Siris will make an investment in convertible preferred equity of Synchronoss in an amount of $185 million. Siris’ investment would initially be convertible into approximately 19.8% of Synchronoss’s common stock and would involve certain approval and governance rights, including with respect to the composition of the board as well as certain consent rights relating to the company.
Acquisition of Intralinks
Intralinks is a leading global provider of cloud-based virtual data room and highly secure team collaboration solutions to financial institutions and enterprises. Intralinks delivers a mission-critical product offering to some of the largest financial services companies in the world and is well-positioned to meet the needs of major banks and other corporations in highly regulated industries seeking to automate document-centric, collaborative workflows. Following consummation of the acquisition, Intralinks will be an independent, privately owned portfolio company of investment funds affiliated with Siris.
Leif O’Leary, the current Executive Vice President of Strategic Financials for Synchronoss, is expected to assume the role of Chief Executive Officer of Intralinks following the consummation of the Intralinks acquisition. Mr. O’Leary joined Intralinks in 2013 and, prior to Synchronoss’s acquisition of the company in January 2017, served as Executive Vice President of Worldwide Sales and Services at Intralinks. Mr. O’Leary brings to the CEO position deep operating experience at Intralinks and nearly 25 years of relevant B2B industry experience.
Al Zollar, executive partner at Siris, commented on the acquisition of Intralinks and the pending CEO appointment of Mr. O’Leary: “Intralinks has been a leader, innovator, and trusted partner in secure enterprise collaboration for over 20 years, with the product capabilities, scale, and expertise to serve the demanding and evolving needs of large financial services and enterprise customers worldwide. Looking to the future, Siris sees great talent and potential within the organization, and is excited to partner with Intralinks to support and accelerate the company’s mission to solve its customers’ data sharing and collaboration needs. I have utmost confidence in Leif’s ability to lead Intralinks through this next chapter of focused growth and innovation.”
Mr. O’Leary commented: “I am honored to have the opportunity to lead a refocused and reenergized Intralinks as we start this new and exciting chapter of our evolution. By reemerging as a standalone company, we will enhance and accelerate our growth and deliver more value to our customers, partners, and employees. Siris is the ideal partner for a number of reasons: it has deep domain expertise in enterprise communications and collaboration, a strong deal-making pedigree and first-hand financial services experience, a strong operational focus, and a shared commitment to customer enablement and success. All these qualities make Siris a natural strategic and financial partner for Intralinks.”
The Intralinks transaction is subject to specified closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other foreign antitrust regulatory approvals. Upon completion of the acquisition of Intralinks, which is expected to be consummated in mid-November 2017, Intralinks will become wholly owned by investment funds affiliated with Siris.
Investment in Synchronoss
Synchronoss is a leading provider of cloud-based, white-label software solutions to communications and media companies. Synchronoss’s solutions help improve the subscriber experience, enhance subscriber monetization, and reduce operating costs for mobile operators. The transaction with Siris, an experienced investor in the telecommunications sector, will enable Synchronoss to refocus its operations and strategy on its core market and help the company preserve financial flexibility to drive sustainable growth.
Kai Oistamo, executive partner at Siris, stated: “Siris’ investment in Synchronoss is consistent with the firm’s strategy of investing in companies that deliver mission-critical solutions and maintain deeply embedded and trusted customer relationships. It is a strong validation of Synchronoss’s solid business and market fundamentals, and will support a refocused strategy dedicated exclusively to communications and media companies following the divestiture of Intralinks. Siris’ investment in Synchronoss, combined with the acquisition of Intralinks, will allow each company to focus on its respective products, customers, operations, and the promising market opportunities that lie ahead.”
The investment in Synchronoss is subject to specified closing conditions, including the closing of the sale of Intralinks, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other foreign antitrust regulatory approvals, as well as certain other regulatory conditions. The investment is expected to be consummated in the first quarter of 2018.
Financing and Advisors
Equity financing will be provided by investment funds affiliated with Siris and certain co-investors. Committed debt financing for the Intralinks transaction will be provided by RBC Capital Markets, Golub Capital, and Macquarie Capital. Evercore, Macquarie Capital, Moelis & Company LLC, and RBC Capital Markets are acting as financial advisors to Siris. Wachtell, Lipton, Rosen & Katz is acting as corporate counsel to Siris and Greenberg Traurig, LLP is acting as financing counsel to Siris in connection with the transactions.
Goldman Sachs & Co. and PJT Partners are acting as financial advisors and Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP is acting as legal advisor to Synchronoss in connection with the transactions.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see Synchronoss’s Current Report on Form 8-K, which will be filed in connection with this transaction.
About Intralinks, Inc. | Intralinks
Intralinks supports high-stakes financial transactions, partnership negotiations and strategic initiatives across the globe. With over $34 trillion worth of financial transactions executed on its platform, Intralinks supports the entire deal lifecycle by streamlining operations, reducing risk, improving client experience, increasing visibility and better engaging deal participants. In its 20-year history Intralinks has earned the trust and business of more than 99 percent of the Global Fortune 1000. For more information, visit www.intralinks.com.
About Synchronoss Technologies, Inc. | Synchronoss
Synchronoss (NASDAQ: SNCR) is an innovative software company that helps communications and media companies realize and execute their goals for mobile transformation now. Its simple, powerful and flexible solutions serve millions of mobile subscribers and a large portion of the Fortune 500 worldwide today. For more information, visit www.synchronoss.com.
About Siris Capital Group, LLC | Siris Capital
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Forward-Looking Statements
This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, including with respect to the proposed transactions between Siris and Synchronoss, including statements regarding the benefits of the proposed transactions and the anticipated timing of the proposed transactions. Forward-looking statements can be generally identified by the use of words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue” or similar terminology. These statements reflect only Siris’ current expectations and are not guarantees of future performance or results. These statements are subject to various risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. These risks and uncertainties include, but are not limited to, the risk that the proposed transactions may not be completed in a timely manner, or at all (including that one closes but not the other); the failure to satisfy the conditions to the consummation of the proposed transactions, including the risk that a regulatory approval that may be required for the proposed transactions is not obtained, or could only be obtained subject to conditions that are not anticipated; the occurrence of any event, change or other circumstance that could give rise to the termination of the proposed transaction agreements; the effect of the announcement or pendency of the proposed transactions on Synchronoss’s business relationships, operating results, and business generally; the risk that revenue opportunities, cost savings, synergies and other anticipated benefits from the proposed transactions may not be fully realized or may take longer to realize than expected; risks related to the equity and debt financing and related guarantee arrangements entered into in connection with the proposed transactions; risks regarding the failure to obtain the necessary financing to complete the proposed transactions; risks that the proposed transactions disrupt current plans and operations of Synchronoss; risks related to diverting management’s attention from Synchronoss’s ongoing business operations; risks related to the outcome of any legal proceedings that may be instituted against Synchronoss, its officers or directors related to the proposed transactions; risks related to the cost and outcome of any other pending and future litigations or investigations; and risks related to the ongoing and uncompleted nature of the Synchronoss’s accounting review. Synchronoss is also subject to other risk factors described in documents filed by the Company with the United States Securities and Exchange Commission (“SEC”). These forward-looking statements speak only as of the date on which the statements were made. Siris undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.
Media Contact:
Dana Gorman
Abernathy MacGregor
(212) 371-5999
Pulse Secure, LLC completes acquisition of the virtual Application Delivery Controller (vADC) Business from Brocade Communications Systems, Inc.
Pulse Secure, LLC completes acquisition of the virtual Application Delivery Controller (vADC) Business from Brocade Communications Systems, Inc.
- Acquisition will further strengthen Pulse Secure’s leadership position in Secure Access Solutions by adding a virtual ADC portfolio with software and virtualization capabilities supporting hybrid IT and Cloud deployments
- Pulse Secure forms new vADC business unit to be led by industry veteran Marion Smith
- Existing and new vADC customers to enjoy expanded support and R&D coverage
SAN JOSE, CA – AUGUST 1st 2017 – Pulse Secure, LLC (“Pulse Secure”), a leading provider of secure access solutions to both enterprises and service providers, today announced that it has completed the acquisition of assets associated with the Virtual Application Delivery Controller (vADC) product family from Brocade Communications Systems, Inc. (“Brocade”).
The transaction includes a leased research and development facility in Cambridge, UK and associated customer support and maintenance contracts. The acquisition adds significant new capabilities to the Pulse Secure Access Platform offering a complete end-to-end Secure Access solution designed to reduce cost and complexity, increase security, and delight users.
“This acquisition is not only about adding great products to our Secure Access platform, it’s about gaining an outstanding team who are seasoned in the vADC industry,” said Sudhakar Ramakrishna, CEO of Pulse Secure. “Combining the vADC group with our existing Pulse team, we are truly a force to be reckoned with when it comes to Secure Access solutions for people, devices, things and services.”
Originally created as the world’s first fully virtualised application delivery controller, the Brocade vADC solution has become one of the most advanced virtual application delivery controllers in the market today. The solution can be quickly and easily provisioned either on premise, in a private/public cloud, or even through cloud service marketplaces such as AWS, Google, and Azure. The Brocade vADC offering is recognized within the Gartner Magic Quadrant for Application Delivery Controllers and is used by many organizations worldwide.
Joining the Pulse Secure team as VP and General Manager of the vADC business unit, Marion Smith said, “Today, the vADC team starts to write a new chapter in the life of a product we love. This is the next big step in the exciting journey of building the best vADC on the market. We are now settling in to our new home at Pulse Secure and look forward to the new opportunities that vADC combined with the Pulse Secure portfolio will bring.”
Pulse Secure has hired a number of Brocade employees associated with the vADC business who will be working closely together with Pulse Secure to ensure uninterrupted support for existing vADC customers.
To learn more about Pulse Secure’s vADC solutions, visit http://www.pulsesecure.net/vadc
For existing customers and partners, visit https://www.pulsesecure.net/vadc/transition
About Pulse Secure
Pulse Secure, LLC is a leading provider of secure access solutions to both enterprises and service providers. Enterprises from every vertical and of all sizes utilize the company’s virtual private network (VPN), network access control (NAC), virtual application delivery controller and mobile security products to enable end-user mobility securely and seamlessly in their organizations. Pulse Secure was formed in 2014 from Juniper Networks’ Junos Pulse business. Pulse Secure’s mission is to deliver secure access solutions for people, devices, things, and services. www.pulsesecure.net
Follow us at @PulseSecure on Twitter or visit us on LinkedIn and Facebook.
Pulse Secure Media Contact:
Anne Harding
The Message Machine
P: +44 7887 682943
E: anne@themessagemachine.com
Mavenir Systems, Inc. Acquires Virtual Evolved Packet Core (vEPC) Business from Brocade Communications Systems, Inc.
Mavenir Systems, Inc. Acquires Virtual Evolved Packet Core (vEPC) Business from Brocade Communications Systems, Inc.
Expands Mavenir’s 5G Reach into Private LTE and IoT
RICHARDSON, TX, July 31, 2017 — Mavenir Systems, Inc. (“Mavenir”) the leader in accelerating and redefining network transformation for Communication Service Providers (CSPs), announced today that it has acquired assets associated with the Virtual Evolved Packet Core (vEPC) product family from Brocade Communications Systems, Inc. (“Brocade”). This acquisition extends Mavenir’s leadership in network transformation and enhances its next-generation core network with a feature-rich, virtualized evolved packet core, expanded customer base, and advanced network slicing capabilities important to 5G architectures. The transaction includes all associated Intellectual Property (IP) including 22 granted and pending patents, a research and development facility in Mumbai, India and associated customer support and maintenance contracts.
The explosive growth of mobile data combined with emerging machine-to-machine (M2M) and Internet of Things (IoT) connectivity means that mobile operators need native virtualization solutions now after having seen that the node based ported virtualization fails to create flexible, scalable, and easy-to-deploy packet cores. Brocade’s highly-differentiated vEPC solution has unique architectural attributes that leverage cloud computing, network virtualization, and software networking technologies to deliver higher scale and efficiency on industry-standard x86-based servers. The software can scale from a single microprocessing core to a rack of servers depending on the use case as it maps dimensions of mobile workload independently to cloud resources, while maintaining the capability to integrate with traditional node-based EPC architectures.
Combined with Mavenir’s existing Network Functions Virtualization (NFV) and software-defined networking (SDN) offerings, the vEPC is a key part of a mobile edge computing and IOT strategy. Supporting low-latency use cases at the network edge enables service providers and enterprises to connect mobile and IoT devices, data centers, and public or private clouds.
“We are building a 5G architecture with control plane-user plane separation and stateless VNFs. The small footprint, combined with a highly scalable architecture and built-in HSS, is ideal for Fixed Wireless Access (FWA), private LTE and industrial IoT spaces,” said Ashok Khuntia, GM and EVP of Mavenir’s Access Products division. “When bundled with our virtualized radio access network product, Mavenir offers a complete, fully virtualized end-to-end next generation core and access network.”
“As the industry transitions towards LTE and 5G, there is a critical and growing requirement for a new, more distributed network architecture and that includes a flexible, microservices-based EPC that allows for the independent scaling of control, data and users in response to different workloads. It provides inherent capability for network slicing,” said Pardeep Kohli, President and CEO of Mavenir. “We aim to be a key provider of next-generation network services, with a path to 5G and edge computing for our customers.”
Kohli added, “With this acquisition, Mavenir continues to deliver the innovation and differentiated services that customers expect from us.”
In connection with the transaction, Mavenir is hiring certain Brocade employees associated with the vEPC business. This team will be working closely together with Mavenir to support customers of Brocade vEPC as well as deliver differentiable end-to-end solutions in future to ensure continued support for customers.
Financial terms of the transaction were not disclosed.
About Mavenir:
Mavenir is the leader in accelerating and redefining network transformation for Service Providers, by offering a comprehensive product portfolio across every layer of the network infrastructure stack. From 4G and 5G application/service layers to packet core and RAN – Mavenir leads the way in evolved, cloud-native networking solutions enabling innovative and secure experiences for end users.
Through its industry first VoLTE, VoWiFi, Advanced Messaging (RCS), Multi-ID, Visual Voicemail and Cloud RAN solutions, and serving 350+ CSPs across 3.5 billion subscribers, Mavenir’s platform enables Service Providers to successfully deliver their next generation vision today and realize new revenue streams and operational efficiencies. www.mavenir.com.
Media Contact:
Maryvonne Tubb
+1 972 333 7282
Digital River Enters into Agreement to Divest World Payments Business
Digital River Enters into Agreement to Divest World Payments Business
NEW YORK — July 17, 2017 – Digital River, Inc., a leading global provider of Commerce-as-a-Service solutions and a portfolio company of Siris Capital Group, LLC, has entered into an agreement to divest Digital River World Payments (DRWP), its online payment solutions division, to Worldline (Euronext: WLN). Worldline [Euronext: WLN] is an Atos company and the European leader in the payments and transactional services industry.
Financial terms of the transaction were not disclosed. The transaction is expected to close by the end of the third quarter of 2017, and is subject to regulatory approval and other customary closing conditions.
About Digital River World Payments
Backed by nearly 20 years of experience, Digital River World Payments (DRWP) is a leading provider of global online payment solutions. Powered by a robust ecommerce payments platform, its solutions support payment activities across more than 170 countries and 140 payment methods – covering global card schemes along with locally relevant brands and payment networks. DRWP delivers significant value across the full transaction lifecycle while empowering merchants with a single streamlined user interface. Irrespective of their markets, payment methods, or acquiring bank connections, merchants benefit from consolidated reporting, analytics, and reconciliation as well as complete back-office integration. To learn more about DRWP, visit http://www.drwp.io/.
About Digital River, Inc.
Backed by 20 years of ecommerce experience, Digital River is recognized as a leading global provider of Commerce-as-a-Service solutions. Companies of all sizes rely on Digital River’s cloud-based commerce, payments and marketing services to manage and grow their online businesses. Through these services, Digital River connects B2B and B2C digital products companies and branded manufacturers with buyers across multiple devices and channels, and nearly every country in the world.
Digital River is headquartered in Minneapolis with offices across the U.S., Asia, Europe and South America. For more details about Digital River, visit the corporate website, read the Digital River Blog, follow the company on Twitter or call +1 952-253-1234.
Affiliate of Pulse Secure, LLC to Acquire the Virtual Application Delivery Controller (vADC) Business from Brocade Communications Systems, Inc.
Affiliate of Pulse Secure, LLC to Acquire the Virtual Application Delivery Controller (vADC) Business from Brocade Communications Systems, Inc.
- Transaction will further strengthen Pulse Secure’s leadership position in Secure Access Solutions by adding a virtual ADC portfolio with software and virtualization capabilities supporting hybrid IT and Cloud deployments
- Will enable delivery of an enhanced and expanded set of offerings to the 20,000+ Pulse Secure customer installed base
- Existing and new vADC customers will enjoy expanded support and R&D coverage
SAN JOSE, CA – JUNE 1, 2017 – An affiliate of Pulse Secure, LLC (“Pulse Secure”), a leading provider of secure access solutions to both enterprises and service providers, today announced that it has entered into a definitive agreement to acquire assets associated with the Virtual Application Delivery Controller (vADC) product family from Brocade Communications Systems, Inc. (“Brocade”). The transaction includes a leased research and development facility in Cambridge, UK and associated customer support and maintenance contracts.
CIOs have become increasingly concerned with the complexity, cost, and security of providing users with Secure Access to the resources they need, especially as applications have evolved from on premise to virtualized, hybrid, mobile, and web/cloud environments, combined with an explosion in device types and access locations. This acquisition will add significant new capabilities to the Pulse Secure Access Platform, allowing Pulse Secure to deliver a complete end-to-end solution designed to reduce cost and complexity, increase security, and delight users.
Originally created as the world’s first fully virtualised application delivery controller, the Brocade vADC solution has become one of the most advanced virtual application delivery controllers in the market today. Importantly, the solution was “born virtual” and is a leader in the rapidly growing virtual ADC market. The solution can be quickly and easily provisioned either on premise, in a private/public cloud, or even through cloud service marketplaces such as AWS, Google, and Azure. The Brocade vADC offering is recognized within the Gartner Magic Quadrant for Application Delivery Controllers and is used by many organizations worldwide.
“This acquisition highlights our focus, commitment, and ongoing investment in building the industry’s leading secure access platform. The combined company’s nearly 750 employees post-acquisition will be uniquely focused on delivering secure access for people, devices, things, and services,” said Sudhakar Ramakrishna, CEO of Pulse Secure. “With the addition of Brocade’s vADC solutions, Pulse Secure will be able to deliver secure access to a complete customer application portfolio, from legacy data center applications, to web, cloud, and even mobile applications. We anticipate immediate synergies with our 20,000+ customers today, and we’ll be offering them this expanded capability via our global partner network.”
Kelly Herrell, senior vice president and general manager of software networking at Brocade, said, “Pulse Secure is a great fit for our vADC business and a positive outcome for our employees, customers and partners. Our vADC family is highly complementary to Pulse Secure’s current portfolio, and is expected to enhance Pulse’s capability to deliver a complete end-to-end secure access solution. Upon the close of the transaction, our customers and partners will benefit from access to a broader set of products, as well as Pulse Secure’s planned continued investment in our vADC product roadmap, and its stated commitment to continued support for our existing product lines.”
Rik Turner, a principal analyst on the infrastructure solutions team at Ovum Consulting, commented, “This is a logical move for Pulse, in that it fills out their portfolio and enables them to address more of the customers’ requirements. It also chimes nicely with their overall Secure Access message.”
Pulse Secure intends to hire certain Brocade employees associated with the vADC business. This team will be working closely together with Pulse Secure after the acquisition closes to ensure continued support for customers.
Financial terms of the transaction were not disclosed. The transaction is expected to close in late June to mid-July 2017, subject to the satisfaction or waiver of customary closing conditions and prior to the closing of the previously announced acquisition of Brocade by Broadcom Limited.
Pulse Secure leadership are available for press and analyst briefings.
For more details, please visit our blog.
About Pulse Secure
Pulse Secure, LLC is a leading provider of secure access solutions to both enterprises and service providers. Enterprises from every vertical and of all sizes utilize the company’s virtual private network (VPN), network access control (NAC) and mobile security products to enable end-user mobility securely and seamlessly in their organizations. Pulse Secure was formed in 2014 from Juniper Networks’ Junos Pulse business. Pulse Secure’s mission is to deliver secure access solutions for people, devices, things, and services. www.pulsesecure.net
Follow us at @PulseSecure on Twitter or visit us on LinkedIn and Facebook.
Pulse Secure Media Contact:
Anne Harding
The Message Machine
P: +44 7887 682943
E: anne@themessagemachine.com
Affiliates of Siris Capital Complete Combination of Mitel Mobile with Xura and Ranzure Networks to Create the New Mavenir Systems
Affiliates of Siris Capital Complete Combination of Mitel Mobile with Xura and Ranzure Networks to Create the New Mavenir Systems
Mavenir Positioned to Lead Innovation in 5G Ready Network Solutions
- Mitel Mobile, Xura and Ranzure Networks have combined to form the “new” Mavenir
- Xura’s CEO, Pardeep Kohli, formerly CEO of Mitel Mobile’s predecessor (also named Mavenir Systems) will lead the new Mavenir
- The transaction underscores Mavenir’s commitment to providing best-in-class, cloud-proven 5G and IoT ready network solutions to Communications Service Providers (“CSPs”), helping them drive service differentiation and industry innovation
RICHARDSON, TX, February 28, 2017 — Today affiliates of Siris Capital Group, LLC (“Siris Capital” or “Siris”) and Xura, Inc. (“Xura”) announced the completion of the acquisition of Mitel Mobility, Inc. (“Mitel Mobile”), a division of Mitel Networks Corporation (“Mitel”, Nasdaq: MITL, TSX: MNW). This announcement follows the completion of Xura’s acquisition of Ranzure Networks, Inc. (“Ranzure”) on February 1, 2017, and the previously announced divestiture of Xura’s non-core enterprise messaging business (Xura Secure Communications, GmbH) on February 17, 2017. The transactions position the new Mavenir as a 100% carrier-focused solutions provider with a “future proof” and 5G ready software-based portfolio across every layer of the mobile network infrastructure stack. Mavenir will be headquarted in Richardson, Texas and led by Xura’s CEO, Pardeep Kohli.
Pardeep Kohli, President and CEO of Mavenir, commented:
“The completion of these transactions to form the new Mavenir represents a significant milestone in the evolution of Xura, Mitel Mobile, and Ranzure. These transactions bring together three complementary companies to establish a new industry leader that is singularly focused on accelerating and redefining network transformation for service providers. We are delighted to move forward as one company with a strong and shared commitment to customer enablement and success.”
The New Mavenir Systems, Inc.
The new Mavenir positions itself as an industry leader in cloud-proven, NFV, SDN, and 5G ready software-based solutions across every layer of the network infrastructure stack, helping CSPs drive revenues and operating efficiencies by enabling increased network optimization, flexibility and scalability. Mavenir offers a comprehensive, fully-virtualized solution set across Voice-over-LTE (“VoLTE”), Voice-over-WiFi (“VoWiFi”), video, voicemail, advanced messaging, security, radio access network, and packet core. With its broad and complementary solutions offering, Mavenir will enable customers to focus on service innovation and monetization, while delivering the optimization to handle the next wave of exponential traffic growth from 5G and Internet of Things (“IoT”) applications and services.
Hubert de Pesquidoux, the executive chairman of Mavenir and executive partner at Siris Capital, commented:
“Today is the first of many exciting days for our newly established company. In the coming weeks and months, we look forward to integrating the businesses and moving forward as a single team dedicated to delivering on the promise of our technology and innovation. With a fully-virtualized, cloud-proven and 5G ready product portfolio, an accomplished leadership team, a deep technical bench, a cadre of over 2,000 dedicated employees worldwide, and the firm support of Siris Capital, the new Mavenir is well-positioned to bring the next wave of mobile network solutions to market and help transform the digital communications industry.”
Concluding, Pardeep Kohli said:
“Both Xura and Mitel Mobile have enduring track records of market-leading innovation and customer commitment, providing a solid foundation to realize Mavenir’s mission of partnering with its customers to deliver tomorrow’s vision today. I am honored and excited to lead the new Mavenir, and I look forward to working collaboratively with our customers as they transform their networks and bring differentiated services and solutions to market.”
– Ends –
About Mavenir Systems, Inc. | Mavenir
As a trusted partner, Mavenir accelerates and redefines network transformation for service providers. By offering a comprehensive product portfolio across every layer of the network infrastructure stack — from 5G application/service layer to the RAN and packet core – Mavenir leads the way in evolved, cloud-proven networking solutions enabling innovative and secure new experiences for end users. Through its industry first VoLTE, VoWiFi, Advanced Messaging and Cloud RAN solutions, Mavenir’s platform enables service providers to successfully deliver tomorrow’s vision today and realize new revenue streams and operating efficiencies. www.mavenir.com
About Siris Capital Group, LLC | Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
CLX Acquires Xura Secure Communications GmbH
CLX Acquires Xura Secure Communications GmbH
STOCKHOLM, February 21, 2017 /PRNewswire/ —
CLX Communications AB (Publ)(“CLX”), (STO: CLX) a leading global provider of cloud-based communications services, announces that it has acquired Xura Secure Communications GmbH (“Xura Secure Communications”), a subsidiary of Xura Inc., a leading global provider of digital communications services.
Johan Hedberg, President and CEO of CLX, commented: “Our vision is clear; we are planning to grow into the world’s largest and leading cloud communications company, and the acquisition of Xura Secure Communications is a further step in realizing our vision and at the same time strengthening our position in Germany, the largest economy in Europe. The deal also adds market leading security solutions to our product portfolio and further increases our Network reach by gaining Tier 1 access to all operators in Austria and Germany. I am very excited to welcome the Xura Secure Communications team in Munich to the CLX family.”
Xura Secure Communications is one of Germany’s leading mobile messaging and secure communications companies, processing more than 500 million messages annually on behalf of market-leading customers in industries such as aviation and banking. Offering some of the highest security standards in Germany, Xura Secure Communications is listed as a preferred mobile transaction authentication number (mTAN) provider for Germany’s largest banking networks.
With this acquisition, CLX takes a leading position as one of the most innovative cloud communications companies in the world, and at the same time significantly strengthens its presence in Germany and adds to its blue-chip customer base. The Xura Secure Communications team based in Munich, Germany will be integrated into the global CLX organization.
The transaction enables Xura Inc. to accelerate and enhance its core focus on delivering fully-virtualized, 5G-ready software solutions to its global customer base of communications service providers (CSPs).
Pardeep Kohli, CEO of Xura Inc., commented: “This is a unique opportunity that makes sense for both parties. This transaction, combined with our previously announced acquisitions of Mitel Mobile and Ranzure Networks, advances the transformation of Xura Inc. into a 100 percent carrier-focused solutions provider with a ‘future proof’ 5G-ready software portfolio. We can now enhance our focus on our core CSP customers, while CLX, with the acquisition of Xura Secure Communications, will ensure continuity and quality of service for Xura Secure Communications enterprise customers, who have come to rely on Xura for their secure messaging needs.”
About CLX Communications
CLX Communications AB (Publ) connects enterprises to people and things. We combine programmable API’s and cloud computing with our unparalleled Tier 1 Super Network to make it easy for businesses to embed global communications, including voice, SMS and connectivity into their apps, business processes, and IoT devices.
Our leading communications Platform-as-a-Service (CPaaS) delivers one of the highest service levels in the industry while processing more than 1 billion API calls per month across six continents. We provide services to 4 of the top 5 CPaaS companies, and 3 of the top 5 global internet brands with Tier 1 connectivity on which many of their services rely.
CLX Communications’ shares are traded at NASDAQ Stockholm – XSTO: CLX.
Visit http://www.clxcommunications.com for more information.
About Xura Inc.
Xura Inc. (“Xura”) offers a portfolio of digital services solutions that enable global communications across a variety of mobile devices and platforms. Xura helps communication service providers (CSPs) navigate and monetise the digital ecosystem to create innovative, new experiences through cloud-based offerings. Xura solutions touch more than three billion people through 350+ service providers in 140+ countries.
Upon the completion of Xura’s previously announced acquisition of Mitel Mobility, Inc. (“Mitel Mobile”), expected in Q1 2017 and subject to customary closing conditions, the combined business will be renamed Mavenir Systems, Inc.
Visit http://www.xura.com for more information.
For further information, please contact:
Thomas Ahlerup
Chief Investor Relations Officer
CLX Communications AB (Publ.)
Mobile +46-768-966300
E-mail thomas.ahlerup@clxcommunications.com
Maria Hudson
SVP, Head of Corporate Marketing
Xura Inc.
Mobile +44-(0)-789-4604040
E-mail maria.hudson@xura.com
PGi Enters into Agreement to Acquire Cloud Communications Provider ReadyTalk
PGi Enters into Agreement to Acquire Cloud Communications Provider ReadyTalk
ATLANTA, January 12, 2017 – PGi, the world’s largest dedicated provider of collaboration software and services, today announced that it has entered into a definitive agreement to acquire Denver-based ReadyTalk, a leading provider of cloud communications services, including audio, web and video conferencing, and self-service and managed webinar solutions.
“We have admired ReadyTalk for years. They are well-known for having great products built by great people with a strong commitment to the success of their customers and partners,” said Ted Schrafft, President and CEO, PGi. “ReadyTalk’s focus on mid-market customers and carrier partners aligns perfectly with PGi’s strategic and go-to-market priorities for 2017 and beyond. We are excited to welcome ReadyTalk to the growing PGi family later this month.”
ReadyTalk was founded in 2001 and, today, provides collaboration software and services to more than 6,000 small- and mid-sized businesses. Like PGi, ReadyTalk has differentiated its brand in a competitive market by combining intuitive, innovative technology with unmatched customer service. ReadyTalk’s product suite is designed with partners in mind, with full white labelling capabilities. Its business is built to provide end-to-end service and support to telecommunications service providers, which supports PGi’s strategic priority to leverage carriers as an increasingly important part of its distribution strategy.
“ReadyTalk is committed to providing outstanding collaboration experiences for our customers and partners,” said Dan King, CEO, ReadyTalk. “We’re excited to come together with PGi to forge a world-class user experience and to provide unmatched service excellence and product innovation in the UC&C space.”
Subject to customary closing conditions, the transaction is expected to close at the end of the month.
Learn more about PGi at www.PGi.com and ReadyTalk at www.ReadyTalk.com.
###
All trademarks referred to in this release are the property of their respective owners.
About Premiere Global Services, Inc. │ PGi
PGi is the world’s largest dedicated provider of collaboration software and services. For more than 25 years, our broad portfolio of products has served the end-to-end collaboration needs of enterprises. Accessible anywhere, anytime and on any device, PGi’s award-winning collaboration solutions drive productivity and teamwork for approximately 50,000 customers around the world. To learn more, visit us at pgi.com.
About ReadyTalk
ReadyTalk delivers cloud communication services, including audio, video, web and voice conferencing as well as webinars, that inspire collaboration and improve communication for today’s digital and mobile workforce. By combining intuitive, innovative technology with unmatched customer service, ReadyTalk provides a seamless collaboration experience for anyone, across any device, platform or location. Everything you need, anywhere you are. ReadyTalk is headquartered in Denver, CO and was founded in 2001.
Media Contact:
Kayla Reed
PGi, Senior Manager, Public Relations & Social Media
E kayla.reed@pgi.com | P 404.262.8513
Xura Agrees to Acquire Mitel Mobile and Ranzure Networks
Xura Agrees to Acquire Mitel Mobile and Ranzure Networks
Affiliates of Xura Enter into Agreements to Acquire Mitel Mobile and Ranzure Networks to Create a New Key Player in 5G Ready Mobile Network Solutions
Pardeep Kohli, Co-Founder and CEO of Ranzure Networks, Appointed CEO of Xura and to Serve as CEO of the Combined Company
- Establishes a pure play in fully-virtualized, 5G ready software solutions across every layer of the mobile network infrastructure stack, helping Communications Service Providers (“CSPs”) drive efficiencies, flexibility and scalability as they adopt the cloud and virtualize their networks
- New solution set enables customers to handle exponential traffic growth from Internet of Things (“IoT”) and 5G applications
- Krish Prabhu, former CTO of AT&T and former President of AT&T Labs, to join the Board of Directors of the combined company
- Combined company will be based in Dallas, Texas
WAKEFIELD, MA, December 19, 2016 – Xura, Inc. (“Xura”), a leading provider of digital communications services, today announced that its affiliates have entered into definitive agreements to acquire Mitel Mobility, Inc. (“Mitel Mobile”), a division of Mitel Networks Corporation (“Mitel”, Nasdaq: MITL, TSX: MNW), and Ranzure Networks, Inc. (“Ranzure”).
- Mitel Mobile, formerly Mavenir Systems, is a leading provider of Voice-over-Long-Term Evolution (“VoLTE”), Voice-over-WiFi (“VoWiFi”), video, Rich Communication Services (“RCS”), messaging, radio access and packet core solutions
- Ranzure, founded by former Mavenir Systems CEO Pardeep Kohli, is an early-stage venture focused on developing 5G Cloud Radio Access Network (“RAN”) technology
The Xura Board of Directors has appointed Pardeep Kohli, formerly CEO of Mitel Mobile’s predecessor (Mavenir Systems) and Co-Founder and CEO of Ranzure Networks, to succeed Philippe Tartavull as CEO of Xura, effective today. Upon completion of the transactions, Mr. Kohli will serve as the CEO of the combined company. Mitel Mobile President, BG Kumar, will join Mr. Kohli’s management team and former CTO of AT&T and former President of AT&T Labs, Krish Prabhu, will join the Board of Directors of the combined company. The combined company will operate from Dallas, Texas.
Hubert de Pesquidoux, the executive chairman of Xura and future executive chairman of the combined company, commented:
“Xura has undergone a significant transformation over the past two years, and in the last several months has successfully transitioned to private ownership with the backing and support of Siris Capital, a financial sponsor with deep experience and operational expertise in telecommunications. I would like to acknowledge Philippe Tartavull for his significant contributions to the company during this transformational period. Today’s announcement marks a new and exciting chapter for Xura, and will accelerate and enhance the combined company’s ability to grow and deliver value to its customers, partners and employees.”
Well Positioned to Partner with Customers to Bring the Next Wave of Digital Services to Market
The transaction enhances each standalone company’s ability to help CSPs bring the latest monetizable services to market, while driving operating efficiencies, increased service levels, and greater flexibility and scalability as they adopt the cloud and virtualize their networks. The combined company is positioned for long-term success in the digital communications ecosystem across multiple dimensions:
- Product Portfolio: The combination diversifies and bolsters each predecessor company’s standalone product portfolio, delivering a comprehensive 5G ready, fully-virtualized solution set across voicemail, VoLTE, VoWiFi, video, RCS, messaging, security, radio access and packet core
- Innovation and 5G Focus: The combination leverages each company’s significant investments to date in fully-virtualized and 5G ready solutions, a combined team of over 2,000 talented people dedicated to bringing 5G ready solutions to market, and a mutual focus on continued innovation
- Customers at the Core: The combined company will keep customers at the core of its strategy with the vision to be the trusted partner of choice for CSPs as their business needs evolve
- Operational Excellence: The combined company will have scalable R&D centers of excellence in the United States, Israel, Czech Republic, India and China, enabling first-rate global support capabilities
- Management Talent: The combination adds talented and experienced executives to supplement the Xura team, complemented by a strong Board of Directors
Hubert de Pesquidoux commented:
“This is an exciting day for the three companies’ stakeholders. The combination of Xura’s offerings in voicemail, messaging, monetization and security solutions with Mitel Mobile’s offerings in next-generation voice, video, RCS, network access and core solutions, alongside Ranzure’s 5G Cloud RAN technology, will offer a comprehensive, best-in-class solution set to the combined company’s global CSP customer base. Mitel Mobile and its heritage Mavenir brand and technology are synonymous with world-class innovation and customer support, and we are delighted to welcome Pardeep Kohli, who is uniquely positioned to lead the combined company.”
Combined Company to Benefit from World-Class Management and Board-Level Support
Pardeep Kohli is a widely respected wireless veteran with over 20 years of industry experience, primarily focused on driving innovation in the telecom infrastructure space. He most recently served as the CEO of Ranzure, an early-stage developer of 5G Cloud RAN technology, and was President and CEO of Mavenir Systems from 2006 to 2015. During his time at Mavenir, Mr. Kohli grew the business from zero to $175 million in annual revenue and led multiple industry-first innovations, including the first at-scale deployments of virtualization and software defined networking to mobile core networks.
Commenting on the announcement, newly appointed Xura CEO Pardeep Kohli said:
“I am honored and excited to lead Xura and the combined company during this important and transformative time. Both Xura and Mitel Mobile have strong legacies of market-leading innovation and commitment to customer success. Our new company will offer a fully-virtualized, software-based solution set across every layer of the mobile network infrastructure stack, including radio access, packet core and 5G applications.
“We will be the only pure play solution provider with no vested interest in maintaining and promoting proprietary solutions. We look forward to partnering with our customers to achieve operational efficiencies as they prepare to handle the exponential traffic growth that the industry’s IoT and 5G applications will bring.”
Krish Prabhu, who will join the combined company’s Board of Directors upon completion of the transactions, most recently served as the CTO of AT&T and President of AT&T Labs from 2011 to 2016. He previously served as Interim CEO and President of Tekelec, as CEO and President of Tellabs Inc., as a Venture Partner of Morganthaler Venture Partners, and as COO of Alcatel Telecom. Mr. Prabhu’s deep industry experience, thought leadership, and strong relationships with mobile operators will serve the Board of Directors and management team well.
Conditions to Closing and Advisors
The transactions are subject to customary closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other foreign antitrust regulatory approvals, as necessary. Upon completion of the transactions, Mitel Mobile and Ranzure will become wholly owned by affiliates of Xura. The transactions are currently expected to close in the first quarter of 2017.
An affiliate of Xura has secured committed financing consisting of a combination of equity and debt. The equity financing will be provided by affiliates of Siris Capital Group, LLC (“Siris Capital”) and the debt financing will be provided by a lender group led by Cerberus Business Finance, LLC.
Goldman Sachs & Co. is acting as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal advisor to Mitel in connection with the transaction. Guggenheim Securities, LLC is acting as financial advisor and Sidley Austin LLP is acting as legal advisor to Xura in connection with the transactions.
About Xura
Xura, Inc. offers a portfolio of digital services solutions that enable global communications across a variety of mobile devices and platforms. We help communication service providers (CSPs) and enterprises navigate and monetize the digital ecosystem to create innovative, new experiences through our cloud-based offerings. Our solutions touch more than three billion people through 350+ service providers and enterprises in 140+ countries. You can find us at www.Xura.com.
About Mitel
A global provider of enterprise and mobile communications powering more than 2 billion business connections and 2 billion mobile subscribers every day, Mitel (Nasdaq: MITL) (TSX: MNW) helps businesses and mobile carriers connect, collaborate and provide innovative services to their customers. Our innovation and communications experts serve more than 60 million business users in more than 100 countries. For more information, go to www.mitel.com.
About Ranzure Networks
Founded by industry veterans with extensive experience in virtualized LTE core networks and Radio Access technologies – Ranzure is focused on paving the way for seamless superfast 5G networks. Ranzure Networks has licensed Mitel Mobile technology in the area of Evolved Packet Core to support service providers as they build 5G networks for the Internet of Things. Ranzure is based in Richardson, Texas, with additional development centers in Ottawa, Canada and Bengaluru, India. Visit www.ranzure.com for more information.
About Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Forward Looking Statements
Some of the statements in this press release are forward-looking statements (or forward-looking information) within the meaning of applicable securities laws. These include statements using the words believe, target, outlook, may, will, should, could, estimate, continue, expect, intend, plan, predict, potential, project and anticipate, and similar statements which do not describe the present or provide information about the past. There is no guarantee that the expected events or expected results will actually occur. Such statements are subject to a number of risks and uncertainties. These statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, operational and other factors. Any changes in these assumptions or other factors could cause actual results to differ materially from current expectations. All forward-looking statements are expressly qualified in their entirety by the cautionary statements set forth in this paragraph. Undue reliance should not be placed on such statements. In addition, material risks that could cause actual results to differ from forward-looking statements include: the inherent uncertainty associated with financial or other projections; the integration of Mitel Mobile and Ranzure and the ability to recognize the anticipated benefits from the acquisitions of Mitel Mobile and Ranzure; the ability to obtain required regulatory approvals for the acquisitions of Mitel Mobile and Ranzure, the timing of obtaining such approvals and the risk that such approvals may result in the imposition of conditions that could adversely affect the expected benefits of the acquisitions of Mitel Mobile and Ranzure; the risk that the conditions to the acquisitions are not satisfied on a timely basis or at all and the failure of the acquisitions to close for any other reason; the anticipated size of the markets and continued demand for Xura, Mitel Mobile and Ranzure products; access to available financing on a timely basis and on reasonable terms, including the refinancing of Xura’s debt to fund a portion of the cash purchase price in connection with the acquisitions; Xura’s ability to achieve or sustain profitability following the acquisitions; fluctuations in quarterly and annual revenues and operating results; fluctuations in foreign exchange rates; current and ongoing global economic instability, political unrest and related sanctions; intense competition; and Xura’s ability to implement and achieve its business strategies successfully. Forward-looking statements speak only as of the date they are made. Except as required by law, Xura does not have any intention or obligation to update or to publicly announce the results of any revisions to any of the forward-looking statements to reflect actual results, future events or developments, changes in assumptions or changes in other factors affecting the forward-looking statements.
Media Contacts:
US PR Contact:
Lydia Fakhouri
Matter
O: + 1 (971) 246 7896
M: +1 (302) 381 9690
European PR Contact:
Max Deeley
Hotwire
O: +44 (0) 20 7608 8344
M: + 44 (0) 7725959205
Xura Contact:
Maria Hudson
Xura
M: +44 (0) 7894604040
Polycom Announces Completion of Acquisition by Affiliates of Siris Capital Group, LLC
Polycom Announces Completion of Acquisition by Affiliates of Siris Capital Group, LLC
Polycom stockholders to receive $12.50 per share in cash; Mary McDowell appointed CEO; Company positioned to enhance customer value and extend lead in UC&C market
SAN JOSE, Calif. – Sept 27, 2016: Polycom, Inc., a global leader in helping organizations achieve new levels of teamwork, efficiency and productivity by unleashing the power of human collaboration, today announced the completion of its acquisition by affiliates of Siris Capital Group, LLC (“Siris” or “Siris Capital”) in a transaction reflecting an equity value of approximately $2.0 billion in cash. Polycom’s stock will cease trading on the NASDAQ under the ticker symbol PLCM, effective today.
“We are excited to be a part of Polycom’s next chapter as we jointly work to create sustainable, long-term value for customers and partners,” said Daniel Moloney, Executive Partner, Siris Capital. “Together, with Mary and her team, we will enhance Polycom’s strategy to lead the market in audio, video and content collaboration solutions and continue to provide customers with the same high level of commitment, focus, innovation and support.”
Ms. McDowell, who succeeds Peter Leav as CEO and board member, is a technology executive who has led global multi-billion dollar businesses in the mobile, consumer and enterprise sectors. Prior to joining Polycom, Ms. McDowell was an Executive Partner at Siris Capital and was formerly the EVP, Mobile Phones at Nokia, where she held global P&L responsibility for the feature phone business and associated software and digital services. She joined Nokia in 2004 to lead the Enterprise Solutions business and later served as Chief Development Officer. Ms. McDowell has also held senior positions at Compaq Computer and Hewlett Packard. She serves on the boards of Autodesk, Inc., Bazaarvoice and UBM plc.
“This is a momentous day for Polycom,” said Ms. McDowell. “I’m honored and excited to be a part of the Polycom team and to work to accelerate our ability to provide customers with easy-to-use, innovative experiences that help them achieve new levels of teamwork, efficiency and productivity. As an independent private company, we will build on Polycom’s market leading position and make strategic, innovative moves to proactively address changing market dynamics and customer needs.” In connection with the closing of the transaction, the company, which will continue to operate as Polycom, Inc., will be wholly owned by affiliates of Siris Capital.
About Polycom, Inc.
Polycom helps organizations unleash the power of human collaboration. More than 400,000 companies and institutions worldwide defy distance with secure video, voice and content solutions from Polycom to increase productivity, speed time to market, provide better customer service, expand education and save lives. Polycom and its global partner ecosystem provide flexible collaboration solutions for any environment that deliver the best user experience, the broadest multi-vendor interoperability and unmatched investment protection. Visit www.polycom.com or connect with us on Twitter, Facebook, and LinkedIn to learn more.
© 2016 Polycom, Inc. All rights reserved. POLYCOM®, the Polycom logo, and the names and marks associated with Polycom’s products are trademarks and/or service marks of Polycom, Inc. and are registered and/or common law marks in the United States and various other countries. All other trademarks are property of their respective owners.
About Siris Capital Group, LLC
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Contacts
Press:
Cameron Craig
Polycom, Inc.
Tel: +1.408.586.3776
cameron.craig@polycom.com
Xura Announces Completion of Acquisition by Affiliates of Siris Capital Group, LLC
Xura Announces Completion of Acquisition by Affiliates of Siris Capital Group, LLC
- Xura shareholders to receive $25.00 per share in cash
- Acquisition supports Xura’s transformation growth strategy to be the leader in digital communications solutions for Communication Service Providers (“CSPs”)
- Enables further investment, expansion and development of digital communication and monetization services
WAKEFIELD, Mass., August 19, 2016 — Xura, Inc. (NASDAQ: MESG), a leading provider of digital communications services, today announced the completion of its acquisition by affiliates of Siris Capital Group, LLC (“Siris” or “Siris Capital”) in a transaction reflecting an equity value of approximately $643 million.
The transaction, which was initially announced on May 23, 2016, was approved by a majority of Xura’s shareholders on August 16, 2016. In connection with the closing of the transaction, the company, which will continue to operate as Xura Inc., will be wholly owned by affiliates of Siris Capital.
Siris’ investment underpins Xura’s mission to revolutionize the way the world communicates, accelerating its development of leading digital communications solutions for CSPs that will transform future engagement experiences across all networks, channels and devices. At the heart of this acquisition is a commitment to continue building a company positioned for longevity and growth, which is focused on customers, product development and fostering technology innovation across messaging, data, network security and virtualization services.
Commenting on the transaction closure, Hubert de Pesquidoux, Siris Capital executive partner and Xura’s new executive chairman, said: “With its broad product portfolio and industry-renowned technology, which has underpinned mobile messaging for many years, Xura is well-positioned to continue to bring value to the 300+ customers it supports and the broader digital ecosystem. We look forward to working with the management team and employees to further advance the company’s value proposition, investing and innovating to help its customers succeed. I am honored to be part of Xura’s next chapter.”
“This is a momentous day for Xura,” said Philippe Tartavull, CEO at Xura. “By partnering with Siris Capital and its experienced leadership team, we will now be able to accelerate our strategy to bring best-in-class messaging, voicemail, security, and monetization solutions to our customers. This investment not only offers Xura increased financial stability, but is a fantastic opportunity to expand our reach and bolster our position as an industry-leading company with digital innovation and customers at its core.”
About Xura, Inc.
Xura offers a portfolio of digital services solutions that enable global communications across a variety of mobile devices and platforms. We help communication service providers (CSPs) and enterprises navigate and monetise the digital ecosystem to create innovative, new experiences through our cloud-based offerings. Our solutions touch more than three billion people through 350+ service providers and enterprises in 140+ countries. You can find us at Xura.com.
About Siris Capital Group, LLC
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
Media Contact
Maria Hudson
Xura
maria.hudson@xura.com
+44 7967813429
Siris Capital Group to Acquire Polycom, Inc. for $2.0 Billion in Cash
Siris Capital Group to Acquire Polycom, Inc. for $2.0 Billion in Cash
NEW YORK, New York, July 8, 2016 — Siris Capital Group, LLC today announced that its affiliates have submitted a unilaterally binding offer to acquire all outstanding shares of Polycom, Inc. (NASDAQ: PLCM) for a price of $12.50 per share in cash. The offer is subject to Polycom being released from its existing merger agreement with Mitel Networks Corporation (NASDAQ: MITL) in accordance with the terms thereof. The Board of Directors of Polycom has informed Siris that it unanimously determined Siris’ offer to be superior to the Mitel transaction. Polycom has also announced its intention to promptly terminate its merger agreement with Mitel. The all-cash transaction is valued at approximately $2.0 billion, including Polycom’s outstanding debt, which represents a premium of 13.6% to the current value of Mitel’s offer, based on Mitel’s closing share price as of July 7th, 2016
“Polycom has a 25-year history serving the audio and video collaboration needs of the most demanding enterprises and is a globally recognized brand synonymous with innovation and the highest quality. We are very excited for the opportunity to partner with Polycom and its leadership team, as the Company fits well with Siris’ investment focus on mission-critical telecommunications businesses,” said Dan Moloney, Siris Executive Partner. “The industry is transitioning to a hybrid on-premise and cloud-based Unified Communications environment. We believe that as an independent private company, Polycom would be best positioned to continue its heritage as a best-in-class communications solutions provider to more than 400,000 companies and institutions, channel partners, and the evolving Unified Communications ecosystem.”
Siris’ offer will remain in effect until no later than July 15, 2016. If the Polycom/Mitel Networks merger agreement is terminated in accordance with its terms, Polycom would be permitted to accept the offer, with the result that binding definitive agreements could become effective. Any transaction would be subject to regulatory approval, shareholder approval and other customary closing conditions.
Siris has secured committed financing consisting of a combination of equity and debt. Equity financing will be provided by Siris and its co-investors from available capital commitments, and the debt financing will be provided by Macquarie Capital.
Moelis & Company, Evercore, and Macquarie Capital are acting as financial advisors to Siris Capital Group, and Sidley Austin LLP is acting as its legal counsel.
About Siris Capital Group
Siris Capital Group is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit www.siriscapital.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements regarding, among other things, statements related to expectations, goals, plans, objectives and future events. Siris intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,”
“plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “outlook,” “guidance” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. The forward-looking information and statements are or may be based on a series of projections and estimates and involve risks and uncertainties. Various factors could adversely affect Polycom, Inc.’s (“Polycom”) and Siris’ operations, business or financial results in the future and cause its actual results to differ materially from those contained in the forward-looking statements. The forward-looking statements contained herein include assumptions about Polycom’s and Siris’ operations, and certain plans, activities or events which we expect will or may occur in the future. Among the factors that may cause actual results and experiences to differ from anticipated results and expectations in forward-looking statements are the following: the risk that the recently announced binding offer to acquire Polycom and any related merger may not be consummated, or may not be consummated in a timely manner; the risk that a regulatory approval that may be required for the transaction is not obtained, or could only be obtained subject to conditions that are not anticipated; and the risk that revenue opportunities, cost savings, synergies and other anticipated benefits from the transaction may not be fully realized or may take longer to realize than expected.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
If a merger agreement is executed on the proposed terms, Polycom will file relevant materials with the Securities and Exchange Commission (the “SEC”) in connection with the proposed merger, including a preliminary proxy statement on Schedule 14A. Under the proposed terms, promptly after filing its definitive proxy statement with the SEC, Polycom will mail or otherwise make available the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed transaction. POLYCOM STOCKHOLDERS AND OTHER INVESTORS ARE ADVISED TO CAREFULLY READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN RESPECT OF THE PROPOSED MERGER WHEN THEY BECOME AVAILABLE, AS THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER AND THE PARTIES TO THE PROPOSED MERGER. Polycom stockholders and other investors may obtain free copies of the definitive proxy statement, the preliminary proxy statement and other relevant materials in connection with the proposed merger (when they become available), along with other documents filed by Polycom with the SEC, at the SEC’s website
(http://www.sec.gov).
Contacts
Heather Kernahan
President
Eastwick
Tel: (415) 269-9854
Email: heather@eastwick.com
Siris Capital Announces the Acquisition of Xura, Inc. for Approximately $643 million
Siris Capital Announces the Acquisition of Xura, Inc. for Approximately $643 million
- Xura shareholders to receive $25.00 per share in cash
- Acquisition provides immediate stockholder value and supports Xura’s transformation growth strategy to be the leader
- in digital communications solutions for Communication Service Providers (“CSPs”)
- Enables further investment, expansion and development of digital communication and monetization services
WAKEFIELD, Mass., May 23, 2016 (GLOBE NEWSWIRE) — Xura, Inc., (NASDAQ:MESG), a leading provider of digital communications services, today announced that it has entered into a definitive agreement to be acquired by affiliates of Siris Capital Group, LLC (“Siris”) in a transaction reflecting an equity value of approximately $643 million. In addition, as part of the transaction, Xura’s existing credit facility will be refinanced.
Under the terms of the agreement, Siris will acquire all of the outstanding shares of Xura’s common stock for $25.00 per share in cash, representing a 19.2% premium over the closing price on May 20, 2016, a 14.8% premium over the 30-day volume-weighted average closing stock price, and a 26.0% premium over the closing price on April 14, 2016, the day before the Company disclosed that it was in exclusive negotiations for a potential sale of the Company to a third party for $25.00 per share. The agreement was unanimously approved by Xura’s Board of Directors, which recommended that Xura’s stockholders adopt the agreement with Siris. A special meeting of Xura’s stockholders will be held as soon as practicable following the filing of a definitive proxy statement with the U.S. Securities and Exchange Commission (the “SEC”) and subsequent mailing to stockholders.
Under the terms of the agreement, Xura may solicit alternative acquisition proposals from third parties during a 45-day “goshop” period, following the date of execution of the merger agreement. There is no guarantee that this process will result in a superior proposal, and the merger agreement provides Siris with a customary right to match a superior proposal.
Philippe Tartavull, President and CEO of Xura, said, “Over the past year, the company has experienced unprecedented change, with the divestment of the Comverse BSS business and the combination of Comverse and Acision to form Xura. Siris’ acquisition of Xura is a strong endorsement of our transformation strategy and provides immediate value to our stockholders. Working in a private setting will allow greater flexibility to accelerate our strategy to bring bes-itn-class messaging, voicemail, security, and monetization solutions to our customers.”
Commenting on the transaction, Hubert de Pesquidoux, Siris Capital Executive Partner, said: “Xura has a strong, credible history in delivering communications services to CSPs globally, and will continue to have long-term value for the digital ecosystem as the company evolves. We see great potential and talent within the organization, and we are excited to partner with Xura to build a business with digital innovation and customers at its core. Importantly, Siris has an extensive history of successfully operating businesses that provide mission-critical products to CSPs and understands that continued investment and customer partnership are instrumental to delivering world-class solutions.”
The transaction is subject to customary closing conditions, including the receipt of stockholder approval and the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other foreign antitrust regulatory approvals, as necessary. The transaction is not subject to any financing condition. Upon completion of the acquisition, Xura will become wholly owned by an affiliate of Siris. The transaction is currently expected to close in the third fiscal quarter of 2016.
Siris has secured committed financing consisting of a combination of equity and debt. The equity financing will be provided by affiliates of Siris and the debt financing will be provided by Cerberus Business Finance, LLC.
Goldman, Sachs & Co. is acting as financial advisor, and DLA Piper LLP (US) is acting as legal advisor to Xura in connection with the transaction. Guggenheim Securities, LLC is acting as financial advisor, and Sidley Austin LLP is acting as legal advisor to Siris in connection with the transaction.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see Xura’s Current Report on Form 8K which will be filed in connection with this transaction.
About Xura, Inc.
Xura, Inc. (NASDAQ:MESG) offers a portfolio of digital services solutions that enable global communications across a variety of mobile devices and platforms. We help communication service providers (CSPs) and enterprises navigate and monetize the digital ecosystem to create innovative, new experiences through our cloud-based offerings. Our solutions touch more than three billion people through 350+ service providers and enterprises in 140+ countries. To learn more, visit www.xura.com.
About Siris Capital Group, LLC
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit www.siriscapital.com.
Additional Information and Where to Find It
In connection with the proposed merger, Xura will be filing relevant materials with the Securities and Exchange Commission (the “SEC”), including a preliminary proxy statement on Schedule 14A. Promptly after filing its definitive proxy statement with the SEC, Xura will mail or otherwise make available the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed transaction. XURA STOCKHOLDERS AND OTHER INVESTORS ARE ADVISED TO CAREFULLY READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN RESPECT OF THE PROPOSED MERGER WHEN THEY BECOME AVAILABLE, AS THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER AND THE PARTIES TO THE PROPOSED MERGER. Xura stockholders and other investors may obtain free copies of the definitive proxy statement, the preliminary proxy statement and other relevant materials in connection with the proposed merger (when they become available), along with other documents filed by Xura with the SEC, at the SEC’s website (http://www.sec.gov) or through the investor relations section of Xura’s website (http://www.xura.com).
Xura and its directors and executive officers may be deemed participants under SEC rules in the solicitation of proxies from Xura’s stockholders in favor of the proposed merger. Information about Xura’s directors and executive officers and their interests in the solicitation, which may, in some cases, differ from those of Xura’s stockholders generally, will be included in the proxy statement filed with the SEC in connection with the proposed merger. Additional information about these directors and executive officers is available in Xura’s proxy statement for its 2015 Annual Meeting of Stockholders, which was filed with the SEC on May 28, 2015, and in Xura’s Annual Report on Form 10-K, which was filed with the SEC on May 23, 2016. To the extent that holdings of Xura’s securities by Xura’s directors and executive officers have changed since the amounts printed in the latest proxy statement or Form 10-K, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC.
Forward-Looking Statements
This press release contains forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Xura’s current expectations or beliefs concerning future events, plans, strategies, or objectives that are subject to change, and actual results may differ materially from the forward-looking statements. Without limiting the foregoing, the words “expect,” “plan”, “believe,” “seek,” “estimate,” “aim,” “intend,” “anticipate,” “believe,” and similar expressions are intended to identify forward-looking statements. Forwardlooking statements may involve known and unknown risks over which Xura has no control. Those risks include, without limitation (i) the risk that the proposed merger may not be completed in a timely manner, or at all, which may adversely affect Xura’s business and the price of its common stock, (ii) the failure to satisfy all of the closing conditions of the proposed merger, including the adoption of the Merger Agreement by Xura’s stockholders and the receipt of certain governmental and regulatory approvals in the U.S. and in foreign jurisdictions, (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement, (iv) the effect of the announcement or pendency of the proposed merger on Xura’s business, operating results, and relationships with customers, suppliers and others, (v) risks that the proposed merger may disrupt Xura’s current plans and business operations, (vi) potential difficulties retaining employees as a result of the proposed merger, (vii) risks related to the diverting of management’s attention from Xura’s ongoing business operations, and (viii) the outcome of any legal proceedings that may be instituted against Xura related to the Merger Agreement or the proposed merger. In addition, Xura’s actual performance and results may differ materially from those currently anticipated due to a number of risks including, without limitation: (i) the conditions of markets generally and the industries in which Xura operates, including recent volatility in Xura’s key industry segments, (ii) the Xura’s ability to diversify its product applications, expand its customer base, and enter into new market segments, and (iii) other events and factors disclosed previously and from time to time in Xura’s filings with the SEC, including Xura’s Annual Report on Form 10-K for the fiscal year ended January 31, 2016. The documents and reports Xura files with the SEC are available through Xura, or its website, www.Xura.com, or through the SEC’s Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) at www.sec.gov. Forward-looking statements speak only as of the date of this communication or the date of any document incorporated by reference in this document. Except as required by applicable law, Xura does not undertake to update these forward-looking statements to reflect future events or circumstances.
Media Contact:
Maria Hudson
Xura
maria.hudson@xura.com
+44 7967813429
Investor Relations Contact:
Luke Todd
Xura
Luke.todd@Xura.com
+1-781-213-2131
Siris Capital portfolio company, Transaction Networks Services, Inc, Announces Investment from Koch Equity Development LLC
Siris Capital portfolio company, Transaction Networks Services, Inc, Announces Investment from Koch Equity Development LLC
RESTON, VA, January 11, 2016 – Transaction Network Services (TNS) and private-equity firm Siris Capital Group, LLC (Siris) announced today that an affiliate of Koch Equity Development LLC (KED) and co-investors including affiliates of Eaglehill Advisors LLC (Eaglehill) and MSD Capital, L.P. (MSD) have made a minority equity investment in Trident Private Holdings III, LLC, a holding company of TNS.
TNS provides secure, mission critical connectivity and gateway services via a global network enabling its customers to exchange data and information and transact worldwide. Siris acquired TNS in a sponsor-led “take-private” transaction in 2013 and will continue to hold a controlling interest.
“Siris and KED share a similar philosophy on how to drive world-class performance and create value in companies like TNS,” said Frank Baker, co-founder and managing partner of Siris. “The investment provides a solid foundation for TNS’ management team to continue to pursue attractive growth and acquisition opportunities in new products and markets.”
“This is an exciting investment opportunity for KED,” said Brett Watson, managing director of KED. “TNS has an excellent reputation for delivering reliable interoperability solutions and a strong management team with a consistent record of delivering results.”
Matt Flamini, president of KED, added, “Joining with best-in-class investors like Siris in businesses with strong management teams is a core tenet of the KED investment strategy.”
Bob Aquilina, Siris Capital Executive Partner and Executive Chairman of TNS stated, “The investment is a strong validation of the market leadership and growth strategy of TNS, as well as the success achieved by the management team and Siris to date. We welcome the fresh perspective of the new investors to the board and their commitment to the success of TNS.”
Mike Keegan, TNS’ chief executive officer, commented, “Following the recent divestiture of the Caller Name and Line Information Database Solutions business, the company is better positioned from both a capitalization and growth perspective, providing us ample flexibility to continue to focus on growth in global managed network services across the payments, financial services, and telecom verticals, while continuing to serve our customers’ most mission-critical requirements at the highest levels.”
Eaglehill Advisors LLC has been advising TNS on strategic alternatives. Rothschild Inc. acted as financial advisor to KED. Winston & Strawn LLP and Sidley Austin LLP acted as legal advisor to Siris. Milbank, Tweed, Hadley & McCloy LLP acted as legal adviser to KED. The transaction was signed and completed on January 11, 2016. Additional terms of the deal were not disclosed.
About Koch Equity Development LLC
Koch Equity Development LLC is the acquisition and investment subsidiary of Koch Industries, Inc. Based in Wichita, Kansas, Koch Industries, Inc. is one of the largest private companies in America with estimated annual revenues as high as $115 billion, according to Forbes. It owns a diverse group of companies involved in refining, chemicals, biofuels and ingredients; forest and consumer products; fertilizers; polymers and fibers; process and pollution control equipment and technologies; electronic components; commodity trading; minerals; energy; ranching; glass; and investments. Since 2003, Koch companies have invested more than $70 billion in acquisitions and other capital expenditures. With a presence in more than 60 countries, Koch companies employ more than 100,000 people worldwide, with about 60,000 of those in the United States. From January 2009 to present, Koch companies have earned more than 1,000 awards for safety, environmental excellence, community stewardship, innovation, and customer service.
About Eaglehill Advisors LLC
Eaglehill delivers a wide range of capital raising solutions and strategic financial and capital markets advisory. Eaglehill also serves as an investment manager to a middle market direct lending strategy. Eaglehill was founded in 2014 and is headquartered in New York, New York. Further information can be found at: http://www.eaglehillcapital.com/.
About MSD Capital, L.P.
MSD Capital, L.P. is the private investment firm that was established in 1998 to exclusively manage the capital of Michael Dell and his family. The firm utilizes a multi-disciplinary investment strategy focused on maximizing long-term capital appreciation by making investments across the globe in the equities of public and private companies, credit, real estate and other asset classes and securities. MSD Private Capital Group leads the firm’s control equity and structured preferred investments into outstanding businesses with world-class management teams. MSD Capital’s team operates from the firm’s offices in New York and Santa Monica.
About Siris Capital Group, LLC
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
About Transaction Network Services, Inc.
Transaction Network Services (TNS) is a leading global provider of data communications and interoperability solutions. TNS offers a broad range of networks and innovative value-added services which enable transactions and the exchange of information in diverse industries such as retail, banking, payment processing, telecommunications and the financial market. Founded in 1990 in the United States, TNS has grown steadily and now provides services in over 60 countries across the Americas, Europe and the Asia Pacific region, with reach extending to many more. TNS has designed and implemented multiple data networks which support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods. TNS is a portfolio company of funds managed by Siris Capital Group.
For further information please contact:
Clare Cockroft or Joanne Moorwood
PR Director / Senior Director, Marketing Communications
T: +44 (0)114 292 0163 / +1 703 814 8065
E: pr@tnsi.com
Siris Capital portfolio company, Transaction Network Services, Inc, divests Caller Authentication Assets
Siris Capital portfolio company, Transaction Network Services, Inc, divests Caller Authentication Assets
STERLING, VA, — Dec 21, 2015 — Neustar, Inc. (NYSE: NSR), a trusted neutral provider of real-time information services, announced today that it has completed its acquisition of the caller authentication assets of Transaction Network Services, Inc. (TNS) and updated its 2015 guidance.
“We’re pleased to announce that we have completed the acquisition of the caller authentication assets of TNS,” said Lisa Hook, Neustar’s President and Chief Executive Officer. “This acquisition accelerates our ability to launch next generation mobile identity solutions for service providers, businesses, and consumers. These assets enhance our ability to compete across the broad market for caller authentication in mobile, broadband and wireless with offerings that include subscriber data storage and management, caller identification and verification services.”
The company reaffirmed its 2015 revenue guidance to range from $1.04 billion to $1.05 billion, representing growth of 8% to 9%. Information Services revenue is expected to range from $535 million to $545 million, representing growth of 9% to 12%. The company increased its 2015 adjusted net income guidance to range from $262 million to $268 million, or a 25% margin. On a per share basis, adjusted net income is expected to range from $4.70 to $4.80, an increase of 9% to 11%.
Paul Lalljie, Neustar’s Chief Financial Officer, added, “We are targeting the top end of our 2015 revenue guidance range and we have increased our adjusted net income guidance to include approximately $8 million in discrete tax benefits. We expect the momentum we have seen in the first three quarters of 2015 to continue. In addition, this acquisition increases our 2016 guidance, provided on December 9, 2015, by $60 million in revenue and $20 million in adjusted EBITDA.”
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically.
About Transaction Network Services, Inc
Transaction Network Services (TNS) is a leading global provider of data communications and interoperability solutions. TNS offers a broad range of networks and innovative value-added services which enable transactions and the exchange of information in diverse industries such as retail, banking, payment processing, telecommunications and the financial market. Founded in 1990 in the United States, TNS has grown steadily and now provides services in over 60 countries across the Americas, Europe and the Asia Pacific region, with reach extending to many more. TNS has designed and implemented multiple data networks which support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods. TNS is a portfolio company of funds managed by Siris Capital Group.
Siris Capital portfolio company Digital River divests wholly-owned subsidiary BlueHornet
Siris Capital portfolio company Digital River divests wholly-owned subsidiary BlueHornet
SAN DIEGO – Dec. 8, 2015 – BlueHornet Networks, Inc., a leading provider of SaaS-based email marketing software and services, today announced that it was acquired by Marlin Equity Partners, a global investment firm with over $3 billion of capital under management. The acquisition will enable BlueHornet to accelerate investment in its products and services to enhance value creation for customers. Through its multi-tenant technology platform and full service customer support, BlueHornet empowers marketing teams in any size organization to create and launch sophisticated, data-driven email marketing campaigns, optimize outreach and delivery performance and maximize marketing ROI. The company serves a global client base of enterprise, SMB and reseller customers across a variety of industries, including retail, technology, media and publishing, gaming, electronics and hospitality.
Michael Biwer, BlueHornet’s CEO, stated, “With Marlin, we have gained a strategic partner who shares our vision and excitement for the substantial market opportunity that exists within the email marketing industry. As an independent company, we are now well-positioned to execute on our growth plan with greater speed, focus and innovation and to accelerate and improve the value proposition we bring to our customers and partners.”
“BlueHornet’s email marketing platform has a proven track record of successfully helping businesses drive ROI and increase the lifetime value of their customers,” stated Jonah Sulak, a partner at Marlin. “BlueHornet represents an outstanding platform for growth and we look forward to supporting the management team and providing the financial and operational resources to help the business succeed as a standalone company.”
About BlueHornet
BlueHornet helps companies reach their email potential with a unique combination of enterprise-scale email marketing solutions and award-winning services. From emerging businesses to Fortune 500 companies, BlueHornet’s customers rely on the company’s powerful, intuitive cloud-based technology platform to implement highly-targeted lifecycle messaging programs that optimize email marketing ROI. The company was founded in 2000 and is located in San Diego, CA. Contact BlueHornet for more information at 866-586-3755 or sales@bluehornet.com; visit bluehornet.com or follow @bluehornetemail on Twitter.
About Siris Capital Group, LLC
Siris Capital is a leading private equity firm focused on making control investments in data,
telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit us at www.siriscapital.com.
PGi Announces Completion of Acquisition by Siris Capital Group
PGi Announces Completion of Acquisition by Siris Capital Group
Ted Schrafft Named PGi CEO; Company Positioned to Enhance Customer Value and Extend Lead in UC&C Market
ATLANTA and NEW YORK – December 8, 2015 – Premiere Global Services, Inc. (“PGi”), the world’s largest dedicated provider of collaboration software and services, today announced the completion of its acquisition by funds managed or advised by Siris Capital Group, LLC in a transaction valued at approximately $1 billion.
In addition, Ted Schrafft has been named PGi’s new Chief Executive Officer. Mr. Schrafft, who served as PGi’s President for nine years and has over 35 years of experience in the technology and business communications industries, succeeds PGi founder, Boland Jones, who will be appointed to PGi’s new board of directors.
“PGi has impressed us with its successful strategy, broad portfolio of unified communications products and services and long-tenured, global customer base. We believe the company is uniquely positioned to take advantage of a growing $10+ billion market opportunity, ” said Hubert de Pesquidoux, Siris Capital executive partner and PGi executive chairman. “We look forward to working with PGi’s experienced leadership team under the guidance of newly appointed CEO Ted Schrafft to further PGi’s market lead and drive value for our customers and partners, who increasingly rely on PGi to provide and manage every aspect of their collaboration experience.”
“I am honored to have the opportunity to shepherd PGi into its next chapter, partnering with Siris Capital and our new directors. The leadership team’s management experience and industry expertise is backed by a likeminded, deep commitment to driving PGi’s continued success,” said Schrafft. “I am extremely grateful for the indelible contributions and leadership of Boland Jones, who built PGi into what it is today, and look forward to building upon this legacy.”
Commenting on the news, Boland Jones, PGi founder and former CEO said: “This is an exciting time at PGi, and I look forward to working closely with the new board to continue to build upon our successful track record. There’s no one better suited to take the reins at PGi than Ted Schrafft, whose leadership skills and business acumen are second to none. I am certain that PGi is in the best possible hands.”
The transaction, which was initially announced on September 10, 2015, was approved by a majority of PGi shareholders on December 3, 2015. In connection with the closing of the transaction, the company, which will continue to operate as Premiere Global Services, Inc., will be wholly owned by an affiliate of Siris Capital.
About Premiere Global Services, Inc. | PGi
PGi is the world’s largest dedicated provider of collaboration software and services. We created iMeet®, an expanding portfolio of purpose-built applications designed to meet the daily collaboration and communications needs of business professionals, with solutions for web, video and audio conferencing,
Digital River enters into agreement to divest Blue Hornet
Digital River enters into agreement to divest Blue Hornet
NEW YORK — October 8, 2015 – Digital River, Inc., a portfolio company of Siris Capital Group, LLC, has entered into an agreement to divest Blue Hornet, its email marketing products division, to Marlin Equity Partners.
Financial terms of the transaction were not disclosed.
About Digital River
Backed by 20 years of ecommerce experience, Digital River is recognized as a leading global provider of Commerce-as-a-Service solutions. Companies of all sizes rely on Digital River’s multi-tenant, SaaS commerce, payments and marketing services to manage and grow their online businesses. In 2013, Digital River processed more than $30 billion in online transactions, connecting B2B and B2C digital products and cloud service companies as well as branded manufacturers with buyers across multiple devices and channels, and nearly every country in the world. Digital River is headquartered in Minnetonka, MN, with offices across the U.S., Asia, Europe and South America.
More than 2,200 clients use Blue Hornet as their email marketing company, utilizing the company’s flexible cloud-based platform to maximize email marketing performance. Blue Hornet was acquired by Digital River in 2004. Blue Hornet is headquartered in San Diego, CA.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically.
Digital River completes sales of Beanstream Internet Commerce
Digital River completes sales of Beanstream Internet Commerce
NEW YORK — September 30, 2015 – Digital River, Inc., a portfolio company of Siris Capital Group, LLC, announced today it completed the sale of Beanstream Internet Commerce Inc., the Canadian-based payments division of Digital River focused on small & medium-sized businesses, to Bambora Group, a leading global payments services provider and portfolio company of Nordic Capital.
Financial terms of the transaction were not disclosed.
About Digital River
Backed by 20 years of ecommerce experience, Digital River is recognized as a leading global provider of Commerce-as-a-Service solutions. Companies of all sizes rely on Digital River’s multi-tenant, SaaS commerce, payments and marketing services to manage and grow their online businesses. In 2013, Digital River processed more than $30 billion in online transactions, connecting B2B and B2C digital products and cloud service companies as well as branded manufacturers with buyers across multiple devices and channels, and nearly every country in the world.
Digital River is headquartered in Minneapolis with offices across the U.S., Asia, Europe and South America.
Beanstream has forged relationships with major financial institutions, built a network of more than 700 partners and 18,000 merchants, and provides white label solutions for First Data Canada, TD Bank and Sage Payroll. Customers include online and brick-and-mortar merchants, governments, and financial and higher education institutions. Beanstream is located in Victoria, British Columbia, Canada.
About Bambora Group
Bambora Group is one of the fastest growing providers of online payment transactions with business in Europe, Australia, New Zealand and North America. Bambora consists of a consolidation of innovative payment technology companies, including Samport, MPS, ePay, DK Online, Keycorp, dSAFE, Euroline and IP Payments. The group processes more than $50 billion in transaction value a year, of which more than 70 percent is online. Bambora has 520 employees with offices in seven countries. The Bambora Group is owned by Nordic Capital Fund VIII.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically.
CommScope completes acquisition of Airvana
CommScope completes acquisition of Airvana
NEW YORK — September 30, 2015 – CommScope Holding Company, Inc., a global provider of connectivity and essential infrastructure solutions for communications networks, has completed the acquisition of Airvana LP, a portfolio company of Siris Capital Group, LLC, specializing in small cell solutions for wireless networks.
Airvana provides award-winning 4G LTE and 3G small cell solutions that enable people to access communications, information and entertainment in the most challenging and high-value environments—offices, public venues and homes. Since its founding in 2000, Airvana has played a key role in enabling the use of mobile devices for data access. Airvana began small cell development to complement its macro cell mobile broadband infrastructure products and today focuses exclusively on small cells. Airvana has shipped 1.5 million small cells and supports one of the largest small cell networks in the world.
This acquisition by CommScope’s will expand its leadership and capabilities in providing indoor wireless capacity and coverage, an increasingly important market opportunity that is growing due to consumers’ and businesses’ insatiable demand for wireless data. The combination of Airvana’s innovative small cell offerings and CommScope’s industry-leading distributed antenna systems (DAS) portfolio will enable CommScope to provide a broader range of solutions, addressing single-operator, single-band, low capacity environments all the way through multi-carrier, multi-technology, multi-band, high capacity environments.
The transaction was structured as an asset sale and financial terms were not disclosed.
About CommScope
CommScope (NASDAQ: COMM) helps companies around the world design, build and manage their wired and wireless networks. Our vast portfolio of network infrastructure includes some of the world’s most robust and innovative wireless and fiber optic solutions. Our talented and experienced global team is driven to help customers increase bandwidth; maximize existing capacity; improve network performance and availability; increase energy efficiency; and simplify technology migration. You will find our solutions in the largest buildings, venues and outdoor spaces; in data centers and buildings of all shapes, sizes and complexity; at wireless cell sites; in telecom central offices and cable headends; in FTTx deployments; and in airports, trains, and tunnels. Vital networks around the world run on CommScope solutions.
About Airvana
Airvana enables mobile operators to deliver dramatically better service to subscribers in the most challenging and high-value environments: offices, public venues, and in the home. The company’s award-winning 4G LTE and 3G small cell solutions ensure “five bar” voice coverage, superior data performance, and expanded capacity for wireless services. Independent research firms consistently rank Airvana among the small cell market share leaders. Headquartered in Chelmsford, Mass., USA, Airvana is a founding member of the Small Cell Forum and has 15 years of experience providing commercial wireless equipment to over 90 operators globally.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically.
Siris Capital agrees to acquire Premiere Global Services for approximately $1 billion
Siris Capital agrees to acquire Premiere Global Services for approximately $1 billion
Atlanta — September 10, 2015 – Premiere Global Services, Inc. (“PGi”) (NYSE: PGI), the world’s largest dedicated provider of collaboration software and services, today announced that it has entered into a definitive agreement to be acquired by funds managed or advised by Siris Capital Group, LLC (“Siris”) in a transaction valued at approximately $1 billion.
Under the terms of the agreement, Siris will acquire all of the outstanding common stock of PGi for $14.00 per share in cash, representing a premium of approximately 23 percent over the closing price on September 10, 2015, and approximately 32 percent over PGi’s volume-weighted average share price during the 90 days ended September 10, 2015. The agreement was unanimously approved by PGi’s Board of Directors, which recommended that PGi’s shareholders approve and adopt the merger agreement with Siris. A special meeting of PGi’s shareholders will be held as soon as practicable following the filing of a definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC”) and subsequent mailing to shareholders.
PGi may solicit alternative acquisition proposals from third parties during a 45-day “go-shop” period, following the date of execution of the merger agreement. There is no guarantee that this process will result in a superior proposal, and the merger agreement provides Siris with a customary right to match a superior proposal.
“Siris’ acquisition of PGi is a strong endorsement of our SaaS transformation strategy and provides immediate value to our shareholders,” said Boland Jones, PGi founder, chairman and CEO. “Working with Siris will allow PGi greater flexibility to accelerate our strategy in order to remain a leader in today’s highly competitive unified communications and collaboration (UC&C) market.”
Commenting on the transaction, Hubert de Pesquidoux, Siris Capital Executive Partner, said: “PGi has expertly navigated the rapidly evolving UC&C software and services space for over 20 years, and we see significant potential to further its market lead. We are eager to support PGi on its journey while also looking to drive new opportunities for innovation and growth as PGi continues to anticipate the changing needs of its world-class customer base.”
The transaction is subject to customary closing conditions, including the receipt of shareholder approval, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other foreign antitrust regulatory approvals, as necessary. The transaction is not subject to any financing condition. Upon completion of the acquisition, PGi will become wholly owned by an affiliate of Siris.
Allen & Company LLC is acting as financial advisor, and Alston & Bird LLP is acting as legal advisor to PGi in connection with the transaction. Siris has secured committed debt financing from Barclays Capital Inc., SunTrust Robinson Humphrey, Inc. and Macquarie Capital (USA) Inc., who acted as financial advisors. William Blair & Company and Evercore are also acting as financial advisors, and Sidley Austin LLP is acting as legal advisor to Siris in connection with the transaction.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see PGi’s Current Report on Form 8-K, which will be filed in connection with this transaction.
About Premier Global Services, Inc. | PGi
PGi is the world’s largest dedicated provider of collaboration software and services. We created iMeet®, an expanding portfolio of purpose-built applications designed to meet the daily collaboration and communications needs of business professionals, with solutions for web, video and audio conferencing, smart calendar management, webcasting, project management and sales productivity. PGi’s award-winning UC&C solutions help nearly 50,000 businesses grow faster and operate more efficiently. To learn more, visit www.pgi.com.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. To learn more, visit www.siriscapital.com.
Forward-Looking Statements
Statements made in this press release, other than those concerning historical information, should be considered forward-looking and subject to various risks and uncertainties, many of which are beyond PGi’s control. Such forward-looking statements are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and are made based on management’s current expectations or beliefs as well as assumptions made by, and information currently available to, management. A variety of factors could cause actual results to differ materially from those anticipated in PGi’s forward-looking statements, including, but not limited to, the following factors: (i) the risk that the merger may not be consummated in a timely manner, if at all; (ii) the risk that the merger agreement may be terminated in circumstances that require PGi to pay Siris a termination fee; (iii) risks related to the diversion of management’s attention from PGi’s ongoing business operations; (iv) risks regarding the failure of Siris to obtain the necessary financing to complete the merger; (v) the effect of the announcement of the merger on PGi’s business relationships (including, without limitation, customers, strategic alliance partners and suppliers), operating results and business generally; (vi) risks related to satisfying the conditions to the merger, including the failure of PGi’s shareholders to approve the merger, timing (including possible delays) and receipt of regulatory approvals from various governmental entities (including any conditions, limitations or restrictions placed on these approvals) and the risk that one or more governmental entities may deny approval; (vii) the nature, cost and outcome of any future litigation and other legal proceedings, including any potential proceedings related to the proposed merger, (vii) risks and uncertainties associated with the merger, including the “go-shop” process and that competing acquisition proposals could be made; (ix) and other factors described from time to time in PGi’s press releases, reports and other filings made with the SEC, including but not limited to the “Risk Factors” section of PGi’s Annual Report on Form 10-K for the year ended December 31, 2014. All forward-looking statements attributable to PGi or a person acting on its behalf are expressly qualified in their entirety by these cautionary statements. PGi undertakes no obligation to publicly update or revise these forward looking statements for any reason.
Additional Information and Where to Find It
This communication may be deemed to be solicitation material in respect of the proposed acquisition of PGi. In connection with the proposed merger, PGi will prepare a proxy statement to be filed with the SEC on Schedule 14A. When completed, a definitive proxy statement and a form of proxy will be mailed to the shareholders of PGi. PGI’s SHAREHOLDERS ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE TRANSACTION THAT PGi WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT PGi AND THE PROPOSED MERGER. PGi’s shareholders will be able to obtain, without charge, a copy of the preliminary proxy statement, the definitive proxy statement and other relevant materials in connection with the proposed merger (when they become available), and any other documents filed by PGi with the SEC from the SEC’s website at www.sec.gov and on PGi’s website at www.pgi.com. PGi’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and other relevant documents (when available) by directing a request by mail or telephone to Premiere Global Services, Inc., c/o Sean O’Brien, 3280 Peachtree Road, NE, The Terminus Building, Suite 1000, Atlanta, Georgia 30305, by emailing investors@pgi.com or by calling 1-800-749-9111, extension 8462.
PGi and its directors and officers may be deemed to be participants in the solicitation of proxies from PGi’s shareholders with respect to the special meeting of shareholders that will be held to consider the proposed merger. Information about PGi’s directors and executive officers and their ownership of PGi’s common stock is set forth in the proxy statement for PGi’s 2015 Annual Meeting of shareholders, which was filed with the SEC on April 27, 2015. Shareholders may obtain additional information regarding the interests of PGi and its directors and executive officers in the proposed transaction, which may be different than those of PGi’s shareholders generally, by reading the proxy statement and other relevant documents regarding the proposed merger, when filed with the SEC.
Media & Investor Contact:
Sean O’Brien
(404) 262-8462
sean.obrien@pgi.com
Neustar to acquire caller authentication assets of TNS
Neustar to acquire caller authentication assets of TNS
STERLING, VA — September 9, 2015 – Neustar, Inc. (NYSE:NSR), a trusted, neutral provider of real-time information services, today announced that it has entered into a definitive agreement to acquire caller authentication assets from Transaction Network Services (TNS), an affiliate of Siris Capital Group, for approximately $220 million in cash. The purchase price is effectively reduced to approximately $173 million after taking into account tax benefits resulting from the transaction.
This acquisition will allow Neustar to compete in the broad market for call authentication in mobile, broadband and wireless services with offerings that include subscriber data storage, database management, caller identification and verification services. The Company estimates that the acquired assets will generate approximately $60 million in revenue in 2016.
“With this acquisition, Neustar will be able to compete in the large and growing market for caller authentication and verification across calling platforms, both traditional and emerging,” said Lisa Hook, Neustar’s President and Chief Executive Officer. “The fundamental shift to mobile has forever changed how businesses and consumers engage, resulting in a need for creative solutions that enhance engagement in a way that must be neutral, trusted, and platform-agnostic. This acquisition expands our reach and accelerates our capability to deliver increased value to service providers, businesses, and consumers across the full spectrum of communication platforms.”
Paul Lalljie, Neustar’s Chief Financial Officer, added, “TNS’s caller authentication assets improve our ability to serve our clients by providing broader coverage. These assets generate strong profits, which are consistent with our long-term margin expectations. In addition, this asset purchase will generate estimated tax benefits of approximately $47 million, significantly improving the valuation profile of the deal.”
Neustar expects to fund the acquisition with cash on hand. The transaction is expected to close in the fourth quarter of 2015, pending Hart-Scott-Rodino approval.
About Neustar, Inc.
Neustar, Inc. (NYSE: NSR) is the first real-time provider of cloud-based information services, enabling marketing and IT security professionals to promote and protect their businesses. With a commitment to privacy and neutrality, Neustar operates complex data registries and uses its expertise to deliver actionable, data-driven insights that help clients make high-value business decisions in real time, one customer interaction at a time. More information is available at www.neustar.biz.
About Transaction Network Services
Transaction Network Services (TNS) is a leading global provider of data communications and interoperability solutions. TNS offers a broad range of networks and innovative value-added services which enable transactions and the exchange of information in diverse industries such as retail, banking, payment processing, telecommunications and the financial market. More information is available at www.tnsi.com
Founded in 1990 in the United States, TNS has grown steadily and now provides services in over 60 countries across the Americas, Europe and the Asia Pacific region, with reach extending to many more. TNS has designed and implemented multiple data networks which support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods.
TNS is a portfolio company of funds managed by Siris Capital Group.
About Siris Capital Group
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. More information is available at www.siriscapital.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Statements in this press release regarding Neustar’s acquisition of certain caller authentication assets of TNS including, without limitation, the benefits of the transaction and any other statements regarding future expectations, beliefs, goals or business prospects, constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. The company cannot assure you that its expectations will be achieved or that any deviations will not be material. Forward-looking statements are subject to many assumptions, risks and uncertainties that may cause future results to differ materially from those anticipated. Among the important factors that could cause future events or results to vary from those addressed in the forward-looking statements include, without limitation, whether or not the transaction will close and the timeline to closing; the views of key customers, suppliers, and other industry participants regarding the transaction; the ability to realize the benefits of the transaction at the expected times or at all; the ability of the acquired business to retain existing customers, business relationships and key employees; and the impact of the transactions on the company’s existing businesses, customers, relationships, and key employees. More information about potential factors that could affect the company’s business and financial results is included in its filings with the Securities and Exchange Commission, including, without limitation, its Annual Report on Form 10-K for the year ended December 31, 2014 and subsequent periodic reports. All forward-looking statements are based on information available to the company on the date of this press release, and the company undertakes no obligation to update any of the forward-looking statements after the date of this press release.
Investor Relations:
Dave Angelicchio, 571-434-3443
InvestorRelations@neustar.biz
or
Press:
Lara Wyss, 415-659-6154
PR@neustar.biz
Siris Capital raises $1.81 billion for third technology-focused fund
Siris Capital raises $1.81 billion for third technology-focused fund
New York, NY, February 12, 2015 – Siris Capital Group, LLC (“Siris”), a leading technology private equity investment firm, has completed fund raising for Siris Partners III, L.P (“Siris III”). Siris III officially came to market in late September 2014 and closed at $1.81 billion of aggregate capital commitments, well exceeding its initial target of $1 billion.
Mssrs. Frank Baker, Peter Berger and Jeffrey Hendren founded Siris in 2011 having worked together for over 16 years dating back to their tenures at Ripplewood Holdings. Siris targets complex technology situations; typically where businesses are caught in the midst of a technology transition.
With the final closing of Siris III, Siris will manage over $2.4 billion in cumulative capital commitments on behalf of various leading pension funds, endowments, foundations, financial institutions, insurance companies, among other investors, globally.
“We are thankful for the overwhelming level of support we received from both our existing and new investors committing to Siris III,” said Co-Founder and Managing Partner, Frank Baker. “Technology disruptions continue to create unique investment opportunities at attractive valuations. Leveraging our deep operational expertise, we are well positioned to continue to benefit from this trend.”
Park Hill Group LLC served as placement agent and Kirkland & Ellis LLP served as legal counsel for Siris III.
Contacts:
Philip Lo
Director
212-231-0096
lo@siriscapital.com
Siris Capital completes the acquisition of Digital River for approximately $840 million
Siris Capital completes the acquisition of Digital River for approximately $840 million
Minneapolis, MN, February 12, 2015 – Digital River, Inc. (“Digital River”), a leading global provider of Commerce-as-a-Service solutions, today announced the completion of its acquisition by an investor group led by Siris Capital Group, LLC (“Siris”). The execution of a definitive merger agreement outlining the terms of the transaction, which is valued at approximately $840 million, was initially announced on October 23, 2014. In the transaction, all outstanding shares of Digital River common stock (subject to certain exceptions) were converted into the right to receive $26 in cash per share.
Digital River’s stockholders approved the acquisition on Thursday, February 12, 2015. Based on a tabulation of the stockholder vote, approximately 99.6 percent of all votes cast, which represents approximately 74 percent of all outstanding shares as of January 7, 2015, the record date for the special meeting, were voted in favor of the merger. Digital River stockholders also approved the proposal to approve, on an advisory (non-binding) basis, specified compensation payable to the Company’s named executive officers in connection with the merger.
In connection with the completion of the transaction, Digital River’s common stock will be delisted from NASDAQ, and the Company, which will continue to operate as Digital River, Inc., will be wholly owned by an affiliate of Siris. Digital River intends to thereafter terminate its duties to file reports with the Securities and Exchange Commission under Section 15(d) of the Securities Exchange Act of 1934, as amended.
“With 20 years of experience, a deep bench of industry experts and a strong portfolio of global capabilities, Digital River is in a prime position to further extend its market leadership,” said Dan Moloney, Siris executive partner. “We are pleased to have completed this transaction and look forward to working with the management team and employees to further advance the company’s value proposition, investing and innovating to help its clients succeed.”
“We are excited to begin this new chapter in Digital River’s history with Siris as our partner,” said David Dobson, Digital River’s chief executive officer. “We will be well positioned to sharpen our focus on longer-term, high-potential global opportunities, accelerate our transformation, as well as deliver even more value for our clients. We are fully committed to furthering our mission, which is to provide best-in-class commerce, payments and marketing solutions that drive growth for our clients on a worldwide basis.”
About Digital River
Backed by 20 years of ecommerce experience, Digital River is recognized as a leading global provider of Commerce-as-a-Service solutions. Companies of all sizes rely on Digital River’s multi-tenant, SaaS commerce, payments and marketing services to manage and grow their online businesses. In 2013, Digital River processed more than $30 billion in online transactions, connecting B2B and B2C digital products and cloud service companies as well as branded manufacturers with buyers across multiple devices and channels, and nearly every country in the world.
Digital River is headquartered in Minneapolis with offices across the U.S., Asia, Europe and South America. www.digitalriver.com
About Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. www.siriscapital.com
Contacts:
Siris Capital
Philip Lo
Director
212-231-0096
lo@siriscapital.com
Digital River
Melissa Fisher
VP, Corporate Development, Investor Relations & Treasury
952-225-3351
investorrelations@digitalriver.com
Mastercard to acquire TNS’ payment gateway business
Mastercard to acquire TNS’ payment gateway business
Transaction Network Services (TNS), a portfolio company of Siris Capital Group since February 2013, has entered into an agreement to sell its Payment Gateway Services business to MasterCard for an undisclosed sum.
MasterCard will acquire TNS’ eCommerce and card-present payment gateways, which will become part of the DataCash payment gateway suite. With the addition of TNS’ Payment Gateway Services, DataCash will be able to drive additional growth of the eCommerce category – and use of MasterCard-branded products – in North America and Latin America. The combined offering will also expand the support for the next generation of online and mobile payments solutions through a quick integration with existing merchant and acquirer platforms. The transaction is subject to customary closing conditions and is expected to close before year end.
Mike Keegan, Co-Chief Executive Officer at TNS, said: “At TNS, we have created a feature-rich, flexible payment gateway business with best in class infrastructure and availability. Combining this business with DataCash’s offering will create a truly differentiated global digital commerce solution with increased development and distribution capabilities. TNS looks forward to continuing to work with MasterCard and DataCash to help their customers grow and expand their business.”
Morgan Stanley & Co. LLC, Moelis & Company, and Evercore Partners Inc. are acting as financial advisors and Simpson Thacher & Bartlett LLP is acting as legal advisor to TNS in connection with the transaction.
About Transaction Network Services:
Transaction Network Services (TNS) is a leading global provider of data communications and interoperability solutions. TNS offers a broad range of networks and innovative value-added services which enable transactions and the exchange of information in diverse industries such as retail, banking, payment processing, telecommunications and the financial markets.
Founded in 1990 in the United States, TNS has grown steadily and now provides services in over 60 countries across the Americas, Europe and the Asia Pacific region, with our reach extending to many more. TNS has designed and implemented multiple data networks which support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods.
Transaction Network Services is a wholly-owned subsidiary of affiliates of Siris Capital Group.
For further information about TNS, visit www.tnsi.com.
For further information please contact:
Jo Moorwood / Clare Cockroft
TNS
T: +44 (0)114 292 0163 / +1 703 814 8065
E: pr@tnsi.com
Siris Capital agrees to acquire Digital River for approximately $840 million
Siris Capital agrees to acquire Digital River for approximately $840 million
Minnetonka, MN – October 23, 2014 – Siris Capital Group, LLC (“Siris”), today announced it has signed a definitive agreement to acquire Digital River, Inc. for $26.00 per share in cash. The transaction, valued at approximately $840 million, is subject to customary closing conditions, including the receipt of shareholder approval and the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.
“We are pleased to have reached this agreement with Siris, which provides significant value to our shareholders and represents a clear endorsement of our transformation strategy, our industry leading ecommerce and payments solutions, our 1,300 global experts and our deep commitment to clients,” said David Dobson, Digital River’s CEO. “We believe that this transaction will provide Digital River with the flexibility to innovate and execute our vision of setting the standard for global ecommerce technology and services. Siris has extensive industry expertise, and working with Siris, Digital River will continue to create even more compelling ways to deliver ecommerce excellence and customer growth.”
“With 20 years of global ecommerce expertise, Digital River has a leading market position and significant global growth potential in the Commerce-as-a-Service market,” said Dan Moloney, Siris Capital Executive Partner. “We are excited to work with the talented employees to build on the Company’s success as a global leader in ecommerce, payments and marketing services. We look forward to supporting Digital River as it continues to serve its world-class client base while exploring new opportunities to drive innovation and global growth.”
Macquarie Capital (USA) Inc., Union Square Advisors LLC, and Evercore Partners Inc. are acting as financial advisors and Simpson Thacher & Bartlett LLP is acting as legal advisor to Siris in connection with the transaction.
For further information regarding the terms and conditions contained in the definitive merger agreement, please see Digital River’s Current Report on Form 8-K, which will be filed in connection with this transaction.
# # #
Additional Information and Where to Find It
This press release may be deemed to be solicitation material in respect of the proposed acquisition of Digital River. In connection with the proposed merger, Digital River intends to file relevant materials with the Securities and Exchange Commission (the “SEC”), including a preliminary proxy statement on Schedule 14A. Following the filing of the definitive proxy statement with the SEC, Digital River will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed merger. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE MERGER THAT DIGITAL RIVER WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT DIGITAL RIVER AND THE PROPOSED MERGER. The preliminary proxy statement, the definitive proxy statement and other relevant materials in connection with the proposed merger (when they become available), and any other documents filed by Digital River with the SEC, may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC at Digital River’s website, www.digitalriver.com, or by contacting Investor Relations by directing a request to Digital River, Inc., Attention: Investor Relations, 10380 Bren Road West, Minnetonka, MN 55343, or by calling 952-225-3351.
Digital River and its directors and executive officers may be deemed to be participants in the solicitation of proxies from Digital River’s stockholders with respect to the proposed merger. Information about Digital River’s directors and executive officers and their ownership of Digital River’s common stock is set forth in the proxy statement for Digital River’s 2014 Annual Meeting of Shareholders, which was filed with the SEC on April 11, 2014. Information regarding the identity of the potential participants, and their direct or indirect interests in the merger, by security holdings or otherwise, will be set forth in the proxy statement and other materials to be filed with the SEC in connection with the proposed merger.
Siris Capital completes purchase of Juniper Networks® Junos® Pulse Business and BYOD Innovator MobileSpaces
Siris Capital completes purchase of Juniper Networks® Junos® Pulse Business and BYOD Innovator MobileSpaces
San Jose, California, October 1, 2014 – Siris Capital today announced that it has completed its acquisition of the Junos Pulse business from Juniper Networks, the industry leader in network innovation, and incorporated that business under the name, Pulse Secure, LLC. Siris Capital will continue to operate and invest in Pulse Secure as an independent company with the mission to empower business productivity through secure and seamless mobility. Concurrent with the completion of the Junos Pulse acquisition, Pulse Secure has completed the acquisition of MobileSpaces, a leading provider of mobile security for the app-centric enterprise.
Pulse Secure, which has more than 200 patents related to the portfolio in secure access and mobile security, will continue to innovate across its market-leading product portfolio, including the Pulse VPN solution, the Pulse network access control (NAC) gateway, Pulse’s mobile security solutions and branded endpoint clients that run on Windows, Windows Phone, Mac OS X, iOS, Linux and Android. Industry veterans and Siris Executive Partners Alfred Zollar and Andrew Monshaw will lead Pulse Secure, serving in the roles of Chairman and CEO, respectively.
“We are excited to launch Pulse Secure as an independent company. It begins operations with a unique combination of assets, from network infrastructure to mobile technologies,” Zollar said. “Most importantly, we’re building upon this business with more than 200 employees who are leading security experts in VPN, NAC and mobile.”
With the successful closure of the sale and formation of Pulse Secure, Rami Rahim, executive vice president and general manager, Juniper Development and Innovation, said, “This is an exciting day for Pulse Secure and we look forward to our partnership moving forward. Juniper remains committed to ensuring customers and partners experience a seamless transition and see no interruptions in sales or support.”
Pulse Secure will focus on two strategic priorities. First, extending its products’ best-in-class market leadership in the VPN and NAC markets, and second, investing in capturing the emerging market opportunity to enable enterprise network mobility via unified management that includes cloud-based delivery of policies to appliances and mobile devices. The MobileSpaces acquisition underpins Pulse Secure’s commitment to the continued investment in its strategy to create a unified user experience for remote and on-campus mobility that spans PCs and mobile devices with central policy and administration.
“Pairing MobileSpaces’ BYOD workspace with our VPN and network-access control products ushers in the next-generation workforce by giving them easy, yet secure, mobile access to the services and applications they need,” said Monshaw. “We’re thrilled to be bringing MobileSpaces’ innovative products and people to the new Pulse Secure.”
About Pulse Secure
Pulse Secure, LLC is a leading provider of access and mobile security solutions to both enterprises and service providers. Enterprises from every vertical and of all sizes utilize the company’s Pulse virtual private network (VPN), network access control and mobile security products to enable end user mobility securely and seamlessly in their organizations. Pulse Secure’s mission is to enable open, integrated enterprise system solutions that empower business productivity through seamless mobility. www.pulsesecure.net
About MobileSpaces
MobileSpaces helps enterprises mobilize their applications and services, govern their data, and respect the privacy of their employees. MobileSpaces offers a BYOD policy-managed workspace that protects mobile enterprise apps and data against loss and leakage. Founded in 2011 (as CellSec) by experienced enterprise security executives and engineers from McAfee and Check Point Software, MobileSpaces is headquartered outside of Washington, DC, has offices near Tel-Aviv, Israel. www.mobilespaces.com
About Siris Capital
Siris Capital is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to partner with management to add value both operationally and strategically. www.siriscapital.com
Contacts:
Siris Capital
Philip Lo
Director
212-231-0096
lo@siriscapital.com
Pulse Secure
Chris Roeckl
VP, Marketing
408-480-0024
croeckl@pulsesecure.net
Siris Capital completes the acquisition of Stratus Technologies for approximately $352 million
Siris Capital completes the acquisition of Stratus Technologies for approximately $352 million
Hamilton, Bermuda April 28, 2014 – Stratus Technologies, the leading provider of availability solutions, today announced the completion of its acquisition by an affiliate of Siris Capital Group, LLC, in a transaction valued at approximately $352 million. The transaction was initially announced on March 31, 2014.
“Our new ownership structure will enable us to continue to invest in our existing solutions while accelerating our next-generation software and cloud businesses,” said Dave Laurello, President and CEO, Stratus Technologies. “Going forward, our customers and partners will continue to experience the same dedication to innovation, customer service and support that they have come to expect from Stratus.”
“Stratus has great technology, great customers and great people,” said Dan Moloney, Siris Capital Executive Partner. “Our investment will give Stratus the financial stability to continue to invest in and deliver the world-class products and services their customers rely on and further their position as the global market leader of availability solutions.”
As a result of the transaction, Stratus and certain of its affiliates intend to file certifications with the Securities and Exchange Commission of the termination of their respective duties to file reports under Section 15(d) of the Securities Exchange Act of 1934, as amended, and intend to cease filing such reports thereafter.
Wells Fargo Securities, LLC and Macquarie Capital (USA) Inc. acted as M&A advisors to Siris and Simpson Thacher & Bartlett LLP acted as legal advisor to Siris.
Forward-Looking Statements: This press release contains certain forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). When used in this press release, statements containing the words “believe”, “expect”, “anticipate”, “contemplate”, “estimate”, “intend”, “plan”, “project”, “seek” and similar expressions identify forward-looking statements. Such statements relate to future events and implicate risks, uncertainties and other factors both known and unknown which, should they materialize (or should underlying assumptions or estimates prove incorrect), may cause actual results to vary materially from the forward-looking statements made. These risks, uncertainties and other factors include the following, as well as others discussed in the filings of Stratus Technologies Bermuda Holdings Ltd. with the Securities and Exchange Commission: uncertainties associated with the proposed acquisition of Stratus by an affiliate of Siris; the anticipated timing of filings and approvals relating to the proposed acquisition; the expected timing of completion of the proposed acquisition; the ability of third parties to fulfill their obligations relating to the proposed acquisition, including providing financing under current financial market conditions; the ability of the parties to satisfy the conditions to closing of the proposed acquisition; and general and regional economic conditions and industry trends and competition. Forward-looking statements are based on the beliefs of management and are not guarantees of future performance. Any forward-looking statements in this press release are made as of the date hereof, and Stratus undertakes no duty to update further such forward-looking statements, whether as a result of new information, future events or otherwise.
# # #
About Stratus Technologies
Stratus Technologies is the leading provider of infrastructure based solutions that keep applications running continuously in today’s always-on world. Stratus enables rapid deployment of always-on infrastructures, from enterprise servers to clouds, without any changes to applications. Stratus’ flexible solutions – software, platform and services – prevent downtime before it occurs and ensure uninterrupted performance of essential business operations. www.stratus.com
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges. www.siriscapital.com
Contacts:
Stratus Technologies
Investor Relations
Robert C. Laufer
Senior Vice President, CFO
Stratus Technologies
978-461-7343
bob.laufer@stratus.com
Press & Industry Analysts
Sally Bate
Director Corporate & Marketing Communications
Stratus Technologies
978-461-7518
sally.bate@stratus.com
Siris Capital Group
Philip Lo
Director
Siris Capital Group
212 231 0096
lo@siriscapital.com
Stratus Technologies to be Acquired by Siris Capital Group
Stratus Technologies to be Acquired by Siris Capital Group
Hamilton, Bermuda March 31, 2014 – Stratus Technologies, Inc., the leading provider of availability solutions, today announced that it has signed a definitive agreement to be acquired by an affiliate of Siris Capital Group, LLC, in a transaction valued at approximately $352 million.
“This is the right deal at the right time for Stratus,” said Dave Laurello, President and CEO, Stratus Technologies. “It is a clear endorsement of our strategy, our products and our people. Together we will continue to transform Stratus and take our industry-leading technology and solutions to a broader market, including the cloud.”
“We are impressed by Stratus’ 30 year track record of providing always-on capabilities for customer’s most mission critical applications and are excited by the Company’s strategy for taking this experience into software and the cloud,” said Dan Moloney, Siris Capital Executive Partner. “We look forward to supporting Stratus in providing continued world-class availability solutions and aiding in the expansion of these solutions into the cloud.”
Siris is a leading private equity firm focused on making control investments in data/telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion.
By the terms of the agreement, it is contemplated that upon the closing of the acquisition, all of the outstanding principal amount of senior secured notes of Stratus will be called for redemption, at a redemption price of 112% plus accrued and unpaid interest through the redemption date, and all of the outstanding amounts under the senior secured revolving and second lien credit facilities of Stratus will be repaid in full. The closing of the acquisition is subject to certain customary closing conditions that are specified in the agreement, including the receipt of shareholder and regulatory approvals.
Siris has secured committed financing consisting of a combination of equity and debt. The equity financing will be provided by an investor group led by Siris and the debt financing will be arranged by SunTrust Robinson Humphrey, Inc. and Macquarie Capital (USA) Inc.
Jefferies LLC served as exclusive financial advisor to Stratus and Gibson Dunn & Crutcher LLP is acting as legal counsel to Stratus. Wells Fargo Securities LLC and Macquarie Capital (USA) Inc. are acting as M&A advisors to Siris and Simpson Thacher & Bartlett LLP is acting as legal advisor to Siris.
Forward-Looking Statements: This press release contains certain forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). When used in this press release, statements containing the words “believe”, “expect”, “anticipate”, “contemplate”, “estimate”, “intend”, “plan”, “project”, “seek” and similar expressions identify forward-looking statements. Such statements relate to future events and implicate risks, uncertainties and other factors both known and unknown which, should they materialize (or should underlying assumptions or estimates prove incorrect), may cause actual results to vary materially from the forward-looking statements made. These risks, uncertainties and other factors include the following, as well as others discussed in the filings of Stratus Technologies Bermuda Holdings Ltd. with the Securities and Exchange Commission: uncertainties associated with the proposed acquisition of Stratus by an affiliate of Siris; the anticipated timing of filings and approvals relating to the proposed acquisition; the expected timing of completion of the proposed acquisition; the ability of third parties to fulfill their obligations relating to the proposed acquisition, including providing financing under current financial market conditions; the ability of the parties to satisfy the conditions to closing of the proposed acquisition; and general and regional economic conditions and industry trends and competition. There can be no assurance that the acquisition will be completed, that the senior secured notes will be called for redemption or that the senior secured revolving or second lien credit facilities will be repaid. Forward-looking statements are based on the beliefs of management and are not guarantees of future performance. Any forward-looking statements in this press release are made as of the date hereof, and Stratus undertakes no duty to update further such forward-looking statements, whether as a result of new information, future events or otherwise.
# # #
About Stratus Technologies
Stratus Technologies is the leading provider of infrastructure based solutions that keep applications running continuously in today’s always-on world. Stratus enables rapid deployment of always-on infrastructures, from enterprise servers to clouds, without any changes to applications. Stratus’ flexible solutions – software, platform and services – prevent downtime before it occurs and ensure uninterrupted performance of essential business operations. www.stratus.com
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges. www.siriscapital.com
Contacts:
Stratus Technologies
Investor Relations
Robert C. Laufer
Senior Vice President, CFO
Stratus Technologies
978-461-7343
bob.laufer@stratus.com
Press & Industry Analysts
Sally Bate
Director Corporate & Marketing Communications
Stratus Technologies
978-461-7518
sally.bate@stratus.com
Siris Capital Group
Philip Lo
Director
Siris Capital Group
212 231 0096
lo@siriscapital.com
Alfred Zollar joins Siris Capital Group as Executive Partner
Alfred Zollar joins Siris Capital Group as Executive Partner
March 6, 2014 – Siris Capital Group, LLC (“Siris”) announced today that Alfred Zollar has joined the firm as Executive Partner. Mr. Zollar will be working closely with Siris investment professionals and other Executive Partners to identify and diligence potential technology and telecom investment opportunities, and assist in the execution of Siris’ post acquisition business plan for portfolio companies.
Mr. Zollar was a senior operating executive of IBM Corporation, with a 34-year career. Mr. Zollar most recently served as General Manager of IBM Tivoli Software, a multi-billion dollar provider of infrastructure management software. Mr. Zollar also held executive positions including General Manager of IBM iSeries (formerly AS/400) and General Manager of IBM Lotus Software. Previously within IBM, Mr. Zollar held several senior management positions in IBM’s enterprise software businesses, including information management, application development, networking, operating systems, and security. He is a Harvard Fellow from the 2011 cohort of the Advanced Leadership Initiative at Harvard University and holds a U.S. patent covering “trust and identity in secure calendar sharing collaboration.” Mr. Zollar is a board member of The Chubb Corporation, Carnegie Speech Corporation, and PSEG Incorporated. He is also a member of the Executive Leadership Council, and a lifetime member of the National Society of Black Engineers.
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives (“Executive Partners”), who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges. www.siriscapital.com
Contact Information
Philip Lo
+1.212.231.0095
lo@siriscapital.com
TNS completes dividend recapitalization
TNS completes dividend recapitalization
On February 25, 2014, Transaction Network Services Inc. (“TNS”) completed a leveraged recapitalization through the amendment of the existing First and Second Lien credit facilities to support a $215 million dividend to investors. The dividend represents approximately 80% of the initial equity investment in the acquisition of TNS by a Siris Capital (“Siris”) led consortium.
The incremental debt placement was oversubscribed and the recapitalization was made possible by TNS’ strong financial performance since Siris’ acquisition 12 months earlier.
Siris led a consortium of investors to acquire TNS in a take-private transaction that closed on February 15, 2013. Since closing the acquisition, Siris has worked closely with the TNS management team on refocusing its business strategy and supporting growth.
About TNS
TNS is a leading provider of data communications and interoperability solutions. TNS offers a broad range of networks and innovative value-added services which enable transactions and the exchange of information in diverse industries such as retail, banking, payment processing, telecommunications and the financial markets.
Founded in 1990 in the United States, TNS has grown steadily and now provides services in over 60 countries across the Americas, Europe and the Asia Pacific region. TNS has designed and implemented multiple data networks which support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods.
About Siris
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges.
www.siriscapital.com
Contact Information
Philip Lo
+1.212.231.0095
lo@siriscapital.com
Daniel Moloney joins Siris Capital Group as Executive Partner
Daniel Moloney joins Siris Capital Group as Executive Partner
November 14, 2013 – Siris Capital Group, LLC (“Siris”) announced today that Daniel Moloney has joined the firm as Executive Partner. Mr. Moloney will be working closely with Siris investment professionals and other Executive Partners to identify and diligence potential technology and telecom investment opportunities, and assist in the execution of Siris’ post acquisition business plan for portfolio companies.
Mr. Moloney is a former senior operating executive of Motorola, Inc, having spent 29 years in the technology and telecom industry. His last position was as President of Motorola Mobility, Inc, the Mobile and Home business spin-out from Motorola in 2011. During his career at Motorola, he served in a variety of senior positions including President of the Home and Networks business, and President of the Connected Home business. Mr. Moloney joined Motorola in 2000 through its acquisition of General Instrument, where he held various leadership roles. He currently serves as a member of the Board of Directors for TiVo, Inc.
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives (“Executive Partners”), who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges. www.siriscapital.com
Contact Information
Philip Lo
+1.212.231.0095
lo@siriscapital.com
Elias Mendoza joins Siris Capital Group as Managing Director of Investment Development and Strategy
Elias Mendoza joins Siris Capital Group as Managing Director of Investment Development and Strategy
August 19, 2013 – Siris Capital Group, LLC (“Siris”) announced today that Elias Mendoza has joined the firm as Managing Director of Investment Development and Strategy. Mr. Mendoza will be responsible for identifying and evaluating trends within existing and potential industry verticals to generate investment opportunities, and he will assist the Siris investment professionals and Executive Partners with the underlying business strategies of targeted companies and existing portfolio companies.
Prior to joining Siris, Mr. Mendoza was a Partner at Union Square Advisors, where he served as its Chief Operating Officer and a senior banker across the firm’s technology and telecommunication verticals.
Through July 2011, Mr. Mendoza held various senior positions at IBM, including Vice President and Global Head of Corporate Development. In such capacity, he led the teams responsible for identifying, executing and integrating all acquisitions, investments and divestitures for the company on a worldwide basis.
Mr. Mendoza’s previous experience also includes over twelve years spent at Morgan Stanley & Co., most recently as an Executive Director in the Investment Banking Division.
Mr. Mendoza’s background in both investment banking and leading corporate development at one of the world’s premier technology companies, will complement the existing resources and capabilities that the Siris team brings to bear in identifying, analyzing, and acquiring businesses in the telecommunications, technology and technology-enabled business service industries.
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives (“Executive Partners”), who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges. www.siriscapital.com
Contact Information
Philip Lo
+1.212.231.0095
lo@siriscapital.com
Siris Capital Group completes sale of Tekelec to Oracle
Siris Capital Group completes sale of Tekelec to Oracle
On June 10, 2013, Tekelec Global, Inc. (“Tekelec” or the “Company”), a portfolio company of Siris Capital Group, LLC (“Siris”), and Oracle Corporation (“Oracle”) announced the consummation of the transaction previously announced on March 25, 2013. Terms of the transaction were not disclosed.
About Tekelec
Tekelec is a leading provider of network signaling, policy control, and subscriber data management solutions to both wireless and wireline service providers. The Company’s intelligent mobile broadband solutions enable service providers to manage and monetize mobile data and voice services in LTE, IMS and 3G networks.
About Siris Capital Group
Siris is a leading private equity firm focused on making control investments in data, telecommunications, technology and technology-enabled business service companies in North America. Siris, coupled with its active limited partner co-investment program, targets complex, special situations from $250 million to $1 billion. Integral to Siris’ investment approach is its partnership with exceptional senior operating executives, or Executive Partners, who work exclusively with Siris to identify, validate and operate investment opportunities. Their significant involvement allows Siris to focus on complex, special situations; typically businesses caught in the midst of a technology transition, which creates operational, strategic, and financial challenges. www.siriscapital.com
Contact Information
Philip Lo
+1.212.231.0095
lo@siriscapital.com
Siris Capital Group completes the acquisition of TNS for approximately $862 million
Siris Capital Group completes the acquisition of TNS for approximately $862 million
Reston, VA – February 15, 2013 – TNS Inc. (“TNS”) (NYSE: TNS) today announced the completion of its acquisition by an investor group led by Siris Capital Group, LLC (“Siris”). Under the terms of the transaction, which was initially announced on December 11, 2012, Siris agreed to acquire TNS for $21.00 per share in cash. The transaction, valued at approximately $862 million, closed today following the approval of the acquisition by TNS stockholders and the receipt of all required regulatory approvals.
“The completion of this acquisition marks an important milestone for TNS, and I’m confident that the future of the company is stronger than ever,” said Henry H. Graham, Jr., Chief Executive Officer of TNS. “Through this acquisition, TNS is even better positioned for growth as the company continues to transition its business model toward value-added data communication applications.”
Under the terms of the merger agreement, TNS’ former stockholders have the right to receive $21.00 in cash for each share of common stock owned immediately prior to the completion of the transaction. Stockholders who hold shares through a bank, broker or other nominee will receive instructions from their bank, broker or other nominee as to how to complete the surrender and receipt of cash for their stock. Stockholders of record will receive a letter of transmittal and instruction on how to surrender their former shares of TNS stock in exchange for the merger consideration. Robert Aquilina, former Chairman of MedQuist Holdings and a former senior operating executive of AT&T, will serve as the new Chairman of TNS.
“We are pleased to welcome TNS as the newest addition to the Siris portfolio,” said Mr. Aquilina. “Our combined resources will allow TNS to further realize its strategic goals and to expand the tailored services on which our customers depend.”
About TNS
TNS is a leading provider of data communications and interoperability solutions. TNS offers a broad range of networks and innovative value-added services which enable transactions and the exchange of information in diverse industries such as retail, banking, payment processing, telecommunications and the financial markets.
Founded in 1990 in the United States, TNS has grown steadily and now provides services in over 60 countries across the Americas, Europe and the Asia Pacific region, with our reach extending to many more. TNS has designed and implemented multiple data networks which support a variety of widely accepted communications protocols and are designed to be scalable and accessible by multiple methods. For further information about TNS, visit www.tnsi.com.
Forward Looking Statements
The statements contained in this press release that are not historical facts are forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, forecasts and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in, or implied by, the forward-looking statements. The Company has attempted, whenever possible, to identify these forward-looking statements using words such as “may,” “will,” “should,” “projects,” “estimates,” “expects,” “plans,” “intends,” “anticipates,” “believes,” and variations of these words and similar expressions. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the company’s reliance upon a small number of customers for a significant portion of its revenue; competitive factors such as pricing pressures; increases in the prices charged by telecommunication providers for services used by the company; the company’s ability to grow its business domestically and internationally by generating greater transaction volumes; longer than expected sales cycles; customer delays in migration; acquiring new customers or developing new service offerings; fluctuations in the company’s quarterly results because of the seasonal nature of the business and other factors outside of the company’s control, including fluctuations in foreign exchange rates and the continuing impact of the current economic conditions; the company’s ability to identify, execute or effectively integrate acquisitions; uncertainties related to the company’s international tax planning strategy; the company’s ability to adapt to changing technology; the company’s ability to borrow funds in amounts sufficient to enable it to service its debt or meet its working capital and capital expenditure requirements; the effect of the closing of the transaction on TNS’ relationships with its customers, operating results and business generally; the effects of local and national economic, credit and capital market conditions; additional costs related to compliance with any Securities and Exchange Commission (SEC) rule changes or other corporate governance issues; and other risk factors described in the company’s annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 14, 2012. TNS undertakes no obligation to update any of the forward-looking statements made herein, whether as a result of new information, future events, changes in expectations or otherwise. These forward-looking statements should not be relied upon as representing TNS’ views as of any date subsequent to February 15, 2013.
Siris Capital Group closes on approximately $650 million for Siris Partners II Private Equity Fund
Siris Capital Group closes on approximately $650 million for Siris Partners II Private Equity Fund
NEW YORK, December 13, 2012 — Siris Capital Group, LLC (“SIRIS”) today announced that it held its final closing on approximately $650 million in aggregate capital commitments for SIRIS Partners II, L.P. (“SIRIS II” or the “Fund”), well exceeding its original target. SIRIS II will focus principally on North American investment opportunities in technology, telecommunications and technology-enabled business services. The Fund, coupled with its active Limited Partner co-investment program, targets control-oriented transactions from $250 million to $1 billion. Target investments generally are facing operational, strategic, or financial challenges; often caused by disruptive technologies or fundamental transitions in the marketplace.
Integral to SIRIS’ investment approach is its ability to partner with exceptional senior operating executives (“Executive Partners”), who have extensive experience in the fund’s targeted industry segments. The Executive Partners actively help identify, validate and operate investment opportunities. Their significant involvement allows SIRIS to focus on complex investments. SIRIS currently has seven Executive Partners on its team; several of which have worked with SIRIS for over a decade. They include former senior executives of AT&T, Alcatel Lucent, Bell Atlantic, Motorola and U.S. Robotics.
SIRIS was founded by Frank Baker, Peter Berger and Jeffrey Hendren, who have worked together for approximately 14 years. Prior to forming SIRIS, Messrs. Baker, Berger and Hendren were partners at Ripplewood Holdings L.L.C. (“Ripplewood”) for ten years and S.A.C. Private Capital Group, LLC (“SAC PCG”) for four years. While at Ripplewood and SAC PCG, they led the investment of approximately $1.3 billion of equity, including $405 million of co-investment equity, across eleven platforms and 29 transactions.
The Fund currently has two investments, including Tekelec Inc. (“Tekelec”), which it acquired in a $780 million “take-private” acquisition in January 2012. Tekelec’s mission-critical intelligent mobile broadband solutions enable service providers to manage and monetize mobile data and evolve to next generation telecom networks.
Additionally, SIRIS announced on December 11, 2012, a $860 million proposed “take-private” acquisition of Transaction Network Services (NYSE: TNS), a leading global provider of data communications and interoperability solutions to many of the world’s largest retailers, banks, payment processors, telecommunication firms and financial institutions.
Siris Capital Group completes the acquisition of Tekelec for approximately $780 million
Siris Capital Group completes the acquisition of Tekelec for approximately $780 million
Morrisville, NC – January 27, 2012 — Tekelec (NASDAQ: TKLC) today announced the completion of its acquisition by a consortium led by Siris Capital Group, LLC (“Siris”) and including affiliates of The ComVest Group, funds and accounts managed by GSO Capital Partners LP, Sankaty Advisors LLC, ZelnickMedia and other Siris limited partners and affiliates, in a transaction valued at approximately $780 million. The transaction was initially announced on November 7, 2011 and was approved by Tekelec’s shareholders on January 25, 2012.
Tekelec’s former shareholders (except for former Tekelec shareholders who have properly exercised their dissenting shareholder rights) have the right to receive $11.00 in cash, without interest and less applicable withholding taxes, for each share of Tekelec’s common stock they owned immediately prior to the completion of the transaction subject to the terms and conditions set forth in the Agreement and Plan of Merger, dated as of November 6, 2011, by and among Tekelec, Titan Private Holdings I, LLC and Titan Private Acquisition Corp. As a result of the closing of the transaction, Tekelec’s common stock will cease trading on NASDAQ and will be delisted.
Shareholders who hold shares through a bank, broker or other nominee will receive instructions from their bank, broker or other nominee as to how to effect the surrender and receipt of cash for their stock. Shareholders of record will receive a letter of transmittal and instructions on how to surrender their former shares of Tekelec common stock in exchange for the merger consideration. Shareholders of record should wait to receive the letter of transmittal before surrendering their shares.
“Our new ownership structure will enable us to continue our rapid expansion into the mobile data business and capitalize on our leadership in the voice and text signaling business and to rapidly expand our mobile data business,” said Ron de Lange, president and CEO of Tekelec. “Going forward, our customers can expect the same dedication to innovation, customer service and support that define our company.”
About Tekelec
Tekelec’s intelligent mobile broadband solutions enable service providers to manage and monetize mobile data and evolve to LTE and IMS. We are the architects of the new Diameter network, the foundation for session, policy and subscriber data management. More than 300 service providers use our market-leading solutions to deliver cloud, machine-to-machine and personalized services to consumers and enterprises. For more information visit www.tekelec.com.
Forward-Looking Statements
Statements in this press release regarding the merger, future financial and operating results, benefits of the merger, future opportunities for the combined company, and any other statements about managements’ future expectations, beliefs, goals, plans or prospects constitute forwardlooking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” “estimates” and similar expressions) should also be considered to be forward-looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including the outcome of any legal proceedings that may be or have been instituted in connection with the merger and the other factors described in Tekelec’s filings with the U.S. Securities and Exchange Commission. Tekelec disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.