Vista Equity Partners has extended the expiry date on its tender offer to acquire all outstanding common stock of ACTIVE Network. The tender offer now extends to 12:00 midnight, New York City time, on 15 November 2013 (one minute after 11:59 p.m., New York City time, on 14 November 2013).
The tender offer has been extended previously. The original expiry was scheduled for 12:00 midnight, New York City time, on 6 November 2013. This timeframe was then extended to expire at 5:00 p.m., New York City time, on 14 November 2013 – with the latest time extension now in place for midnight on 15 November.
A release from Vista and ACTIVE noted that ‘all other terms and conditions of the tender offer remain unchanged.’
Under the terms of the agreement, Vista’s tender offer will acquire all of the outstanding shares of ACTIVE’s common stock for US$14.50 per share in cash. The ACTIVE deal is ‘an all cash transaction valued at approximately US$1.05 billion.’
As of the close of business on 6 November 2013, a total of approximately 6,013,136 shares of ACTIVE common stock were validly tendered and not properly withdrawn in the tender offer.
Jon Belmonte, Interim CEO of ACTIVE Network said, “We believe the partnership with Vista will position us to execute on our strategy and further enhance our industry leadership. For our customers, we will continue to focus on delivering the strongest product offerings through our advanced technology platform.”
“ACTIVE Network’s leadership position in cloud-based Activity and Participant Management(APM) solutions make it a highly attractive investment for us,” said Robert Smith, CEO and founder of Vista Equity Partners. “We are looking forward to working with the ACTIVE team and continuing to drive the next phase of ACTIVE’s growth.”
Any shares not tendered in the offer will be acquired in a second-step merger at the same cash price as paid in the tender offer.
ACTIVE expects the transaction to close before the end of the fourth quarter of 2013. Upon the completion of the transaction, ACTIVE will become a privately held company.
Citi is serving as financial advisor to ACTIVE. BofA Merrill Lynch is serving as financial advisor to Vista. DLA Piper LLP (US) is acting as ACTIVE’s legal advisor. Kirkland & Ellis LLP is acting as Vista’s legal advisor. BofA Merrill Lynch, RBC Capital Markets and BMO Capital Markets Corp have agreed to provide debt financing in connection with the transaction.
www.activenetwork.com
www.vistaequitypartners.com
