LIVERMORE, Calif., April 4, 2011 /PRNewswire/ -- Activant Solutions
Inc., a leading technology provider of ERP and point-of-sale
software serving mid-market retailers and distributors, today
announced that it has entered into a definitive agreement to be
acquired by funds advised by Apax Partners, one of the world's
leading private equity firms with a strong heritage of technology
investment. Activant is currently owned by investment funds
affiliated with Hellman & Friedman LLC, Thoma Bravo, LLC and JMI Equity, and by
management.
Apax also announced today that it is has entered into a
definitive agreement under which funds advised by Apax will acquire
Epicor Software Corporation (Nasdaq: EPIC), a provider of
enterprise business software solutions for the mid-market and the
divisions of global 1000 companies. Apax intends to combine
Activant with Epicor to create one of the largest global providers
of enterprise applications focused on the manufacturing,
distribution, services and retail sectors. Following completion of
the merger, the combined company will be called Epicor Software
Corporation.
"This transaction is extremely positive for Activant's
customers, employees and investors alike," said Pervez Qureshi, Activant president and CEO. "Our
market leadership and expertise in distribution perfectly
complements Epicor's expertise in the manufacturing and services
sectors. Together, Activant and Epicor's retail business solutions
can now cover the full spectrum of retailing − from small hardlines
retailers, to national specialty softgoods and apparel chains, to
global general merchandise department stores. Additionally, with
Epicor's worldwide infrastructure, we will have the opportunity to
service and support Activant products internationally, which is
very important as our customers compete in an increasingly global
business environment."
"With Apax, we are partnering with one of the premier investment
firms in the world and one that is very much focused on growth and
delivering value to the customers of its portfolio companies,"
continued Qureshi. "The combined company will have over 30,000
customers, $825 million in annual
revenues, and the most visionary business application software and
vertical industry expertise in the market today. Apax is committed
to growing the businesses in which they invest and has an excellent
track record of working as a strategic partner with management to
build high-growth companies."
Under the terms of the agreement, all of Activant's outstanding
shares and stock options will be acquired for cash. Upon completion
of the transaction all of Activant's outstanding 9-1/2% Senior
Subordinated Notes will be redeemed and Activant's senior secured
indebtedness will be repaid. Apax has received debt commitment
letters from Bank of America, N.A. and Royal Bank of Canada to provide the debt necessary to close
the acquisitions. The acquisition of Activant is conditioned upon
the concurrent closing of Apax's acquisition of Epicor, the
expiration of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act and other customary closing conditions.
Activant expects that the acquisitions will close by the end
of the second calendar quarter of this year.
"We are extremely excited to be bringing together two of the
premier enterprise software companies to create a global market
leader," said Jason Wright, a
partner at Apax Partners. "Activant and Epicor are both true
innovators and extremely well positioned in the enterprise
applications software space. Both Epicor and Activant
customers will benefit from the combined entity's increased scale,
solutions portfolio and expanded service offerings. Epicor will
gain access to significant additional domain expertise,
particularly in hardlines retail, automotive and wholesale
distribution, while Activant will benefit from an accelerated
roadmap to international operations and additional supply chain and
manufacturing functionality."
"In addition to the immediate product and service portfolio
enhancements," Wright continued, "both companies' customers will
further benefit from the strong financial backing of Apax Partners
and our commitment to building the new Epicor into the global
leader for enterprise business applications in manufacturing,
distribution, retail and services. We look forward to partnering
with the management team and to providing the resources and support
that can accelerate the growth and expansion of the business and
the value it creates globally."
"We have had a tremendously successful partnership with
Pervez Qureshi and the entire
Activant team," said David Tunnell,
managing director of Hellman & Friedman. "We are proud of the
company's performance and market leadership, and are confident in a
smooth transition."
Jefferies & Company Inc. acted as M&A advisor to
Activant and Simpson Thacher Bartlett LLP served as its legal
counsel. RBC Capital Markets acted as M&A advisor to Apax
Partners and Kirkland & Ellis LLP served as its legal
counsel.
About Activant Solutions Inc.
Activant Solutions Inc. is a leading technology provider of
business management solutions serving mid-market retails and
distributors. Activant provides customers with industry-specific
software, professional services, content, supply chain
connectivity, and analytics. Founded in 1972, Activant is the
established technology leader in the automotive aftermarket, hard
goods retailers, lumber and building materials dealers, industrial,
electrical and plumbing supply houses. In addition Activant has
recently become a major force in the broader spectrum of specialty
retailing having been selected the #1 mid-market software vendor by
Retail Info Systems News. Activant's systems are designed to help
customers increase sales, boost productivity, operate more
cost-efficiently, improve inventory turns and enhance trading
partner relationships. Activant has operations in California, Texas, Colorado, Illinois, Pennsylvania, South
Carolina, Canada,
Ireland and the United Kingdom. For more information, please
visit www.activant.com.
About Apax Partners
Apax Partners is one of the world's leading private equity
investment groups. It operates across the
United States, Europe and
Asia and has more than 30 years of
investing experience. Funds under the advice and management of Apax
Partners globally total around $40
billion. These Funds provide long-term equity financing to
build and strengthen world-class companies. Apax Partners Funds
invest in companies across its global sectors of Tech &
Telecom, Retail & Consumer, Media, Healthcare and Financial
& Business Services. For more information visit:
www.apax.com.
About Hellman & Friedman
Hellman & Friedman LLC is a leading private equity
investment firm with offices in San
Francisco, New York and
London. Since its founding in
1984, Hellman & Friedman has raised over $25 billion of committed capital. The Firm
focuses on investing in superior business franchises and serving as
a value-added partner to management in select industries including
software, business & marketing services, internet & digital
media, energy & industrials, financial services, insurance,
media, and healthcare. For more information on Hellman &
Friedman, visit www.hf.com.
About Thoma Bravo, LLC
Thoma Bravo is a leading private
equity investment firm that has been providing equity and strategic
support to experienced management teams building growing companies
for 30 years. The firm originated the concept of industry
consolidation investing, which seeks to create value through the
strategic use of acquisitions to accelerate business growth.
Thoma Bravo applies its investment
strategy across multiple industries with a particular focus on the
software and services sectors. In the software industry,
Thoma Bravo has completed more than
50 acquisitions across 17 platform companies with total annual
earnings in excess of $1
billion. For more information on Thoma Bravo, visit www.thomabravo.com.
About JMI Equity
JMI Equity is a growth equity firm focused on investing in
leading software, internet, business services and healthcare IT
companies. Founded in 1992, JMI Equity has invested in more
than 100 businesses in its target markets and has over $2.1 billion of committed capital under
management. JMI Equity provides capital for growth,
recapitalizations, acquisitions and buyouts. Representative
investments include DoubleClick, Eloqua, Nimsoft, Service-now.com,
Undertone and Unica. For more information on JMI Equity,
visit www.jmiequity.com.
FORWARD LOOKING STATEMENTS
This press release contains forward looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, as amended. These forward looking statements include, but are
not limited to, statements related to the benefits of the proposed
transactions involving Activant, Epicor and Apax. These forward
looking statements are based on information available to Activant
as of the date of this press release and current expectations,
forecasts and assumptions and involve a number of risks and
uncertainties that could cause actual results to differ materially
from those anticipated in these forward looking statements. Such
risks and uncertainties include a variety of factors, some of which
are beyond the control of Activant, Epicor or Apax. In particular,
such risks include difficulties encountered in integrating merged
businesses; and the risk that the transactions do not close,
including the risk that the requisite stockholder and regulatory
approvals are not obtained. Information concerning additional
factors that could cause results to differ materially from those
projected in the forward looking statements is contained in
Activant's Annual Report on Form 10-K for the fiscal year ended
September 30, 2010, and Quarterly
Report on Form 10-Q for the period ended December 31, 2010, each filed with the SEC, and
both of which can be found through the Activant investor relations
website at www.activant.com/company/investors for a full
discussion of the risks and other factors.
Press Contact:
Jane Gideon
Incendio International
Tel: 415-682-9292
jane@incendiopr.com
SOURCE Activant Solutions Inc.