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ConvergeOne Agrees To Be Acquired By CVC Fund VII For $1.8 Billion

ConvergeOne Holdings, Inc., a global IT and managed services provider of collaboration and technology solutions, announced that it has entered into a definitive agreement to be acquired by affiliates of CVC Fund VII in an all-cash transaction valued at approximately $1.8 billion. Subject to customary closing conditions and regulatory approvals, ConvergeOne expects the transaction to close in the fourth quarter of this year or the first quarter of 2019. ConvergeOne will maintain its corporate headquarters in Eagan MN and continue to be led by its current executive team.

Pursuant to the terms of the merger agreement, affiliates of CVC will commence a tender offer for all of the outstanding shares of the company in an all-cash transaction valued at $12.50 per share of common stock, representing a 35-percent premium to the 30-day VWAP prior to October 25 and representing over a 56-percent premium to the closing price on ConvergeOne’s debut date on the Nasdaq on February 23.

ConvergeOne’s board of directors unanimously approved the agreement and believes the transaction maximizes shareholder value. Following the execution of the merger agreement, affiliates of Clearlake Capital Group, L.P., the majority shareholder and private equity sponsor of ConvergeOne along with the directors and officers of the company, together holding approximately 68 percent of the outstanding shares of common stock of the company, have agreed to tender their shares in the offer pursuant to a tender and support agreement.

John A. McKenna Jr., Chairman and Chief Executive Officer of ConvergeOne commented, “Today’s announcement is a tremendous accomplishment for ConvergeOne and highlights the continued success of the company. We are extremely proud of the ConvergeOne team, and we truly appreciate our phenomenal partnership with Clearlake and our other shareholders that has resulted in significant value creation. Our team is thrilled to partner with CVC to execute on the compelling growth opportunities in the rapidly evolving collaboration and technology services market.”

Raymond James & Associates and William Blair acted as financial advisors to ConvergeOne in connection with the transaction. Raymond James & Associates, William Blair, and Jefferies LLC provided fairness opinions to ConvergeOne’s Board of Directors. Cooley LLP served as legal counsel to ConvergeOne. Deutsche Bank and UBS Investment Bank acted as financial advisors to CVC, and White & Case LLP served as CVC’s legal counsel in connection with the transaction.

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