Acquisition Builds on Successful Partnership to
Fuel Resilience Across the Full IT Environment and Strengthen the
Security Posture of Customers Worldwide
N-able, Inc. (NYSE: NABL), a global software
company helping IT services providers deliver security, remote
monitoring and management, and data protection as-a-service
solutions, today announced that it has acquired Adlumin, Inc., an
award-winning provider of an enterprise-grade security operations
platform for organizations of all sizes. Building upon Adlumin's
and N-able's existing proven partnership providing extended
detection and response (XDR) capabilities and managed detection and
response (MDR) services, the acquisition will allow N-able to
incorporate Adlumin's innovative technology with N-able's
industry-leading platform that combines security, unified endpoint
management, and data protection solutions. This powerful
combination positions N-able to deliver deeper insights and
remediation across the entire IT environment—advancing the
evolution of N‑able’s cybersecurity portfolio. With this
acquisition, N-able aims to scale its security portfolio and
fast-growing annual recurring revenue (ARR) from the existing
partnership, and set a new standard of security excellence for
managed services providers (MSPs) and internal IT teams.
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N-able Acquires Existing Strategic
Partner Adlumin, Adding Cloud-Native XDR and MDR Capabilities to
Its End-to-End Security and IT Management Platform (Photo: Business
Wire)
“Our customers have been telling us for some time that
cloud-native XDR and MDR solutions are mission-critical to their
ability to fully secure their customers and users—which solidified
our decision to partner with, and now, acquire Adlumin,” said John
Pagliuca, President and CEO of N-able. “We’ve proven out customer
demand with robust growth and we determined that we could scale our
business faster if we owned it. I’m thrilled to formally welcome
them as a part of N-able. Their security operations platform fits
perfectly within our Ecoverse vision for unifying security and
unified endpoint management into a single platform, allowing us to
build upon the success we’ve already achieved together.”
N-able delivers a deep and wide set of security solutions,
combined with powerful unified endpoint management in a single
platform, via an open Ecoverse that helps close the coverage gaps
between IT professionals’ often-multi-vendor, multi-product
software stacks. Adlumin provides security solutions and services
for organizations through its agnostic security operations platform
that seamlessly integrates with existing infrastructures—enhancing
and furthering N-able’s Ecoverse vision. Since launching the
partnership with Adlumin, N-able has successfully driven meaningful
ARR growth, demonstrating that the combination of XDR software and
MDR services with the N-able platform is a differentiator in the
market. The unified technologies will deliver a deeper level of
security intelligence across the full N-able suite—providing a more
holistic cybersecurity solution in lock step with IT management
services, addressing the increasing overlap between ITOps and
SecOps and making advanced protection accessible to all.
“Joining forces with N-able marks an exciting new chapter in our
mission to deliver enterprise-grade security to businesses of all
sizes," said Robert Johnston, CEO of Adlumin. "Over the past year,
our collaboration has demonstrated the tremendous value we can
create together for MSPs and their customers. By combining our
security operations expertise with N-able's comprehensive endpoint
management platform, we believe we're uniquely positioned to help
IT professionals stay ahead of evolving threats while scaling their
security practices. We're excited to accelerate this shared vision
as part of the N-able team."
Our customers can leverage the following benefits:
- A distinct experience for IT services providers, who through
access to the XDR software and the MDR services get a unified view
of their security operations with end-to-end detection,
investigation, response, and resiliency
- Coverage across the full IT environment (including the network,
endpoint, identity, SaaS apps, public cloud, and more)
- An AI-powered engine with data models that delivers rapid
alerts on suspicious activities, enabling more accurate threat
identification and minimizing false positives
- Built-in ransomware protection and data exfiltration
prevention
- Threat Intelligence that delivers deep insights into the
threats that matter most to organizations
- Network perimeter defense to detect perimeter exposures and
reduce the attack surface
- Compliance support with workflows for common frameworks,
including HIPAA, PCI, banking (FFIEC and NCUA), FBI CJIS, R-SAT,
and others
N-able will host a conference call to discuss the acquisition at
5:00 p.m. ET on November 20, 2024. A live webcast of the call will
be available on the N-able Investor Relations website at
http://investors.n-able.com. A replay of the webcast will be
available on a temporary basis shortly after the event.
Financial Terms
The aggregate consideration payable by N-able in connection with
the acquisition consists of approximately: (i) $100 million in cash
at the closing, subject to customary adjustments for cash,
indebtedness, working capital and transaction expenses, (ii)
1,570,762 shares of the Company’s Common Stock issued at the
closing, (iii) $120 million in cash installments of $52.5 million
and $67.5 million, respectively, on the first and second
anniversary of the closing, and (iv) up to an aggregate of $30
million in potential cash earn-out payments payable in 2025 and
2026 based upon the achievement of certain performance metrics
against defined targets. N-able anticipates that this acquisition
will be immediately accretive to ARR growth and accretive to cash
flow by the fourth quarter of 2025.
Updated Financial Outlook for the Fourth Quarter of
2024
As of November 20, 2024, N-able is providing updated financial
outlook for the fourth quarter of 2024 and full-year 2024. The
financial information below represents forward-looking non-GAAP
financial information, including adjusted EBITDA. These non-GAAP
financial measures exclude, among other items mentioned below,
amortization of acquired intangible assets and developed
technology, depreciation expense, income tax expense, interest
expense, net, unrealized foreign currency (gains) losses,
transaction related costs, spin-off costs, stock-based compensation
expense and related employer-paid payroll taxes and restructuring
and other costs. We have not reconciled our estimates of these
non-GAAP financial measures to their most directly comparable GAAP
measure as a result of uncertainty regarding, and the potential
variability of, these excluded items in future periods.
Accordingly, reconciliation is not available without unreasonable
effort, although it is important to note that these excluded items
could be material to our results computed in accordance with GAAP
in future periods. Our reported results provide reconciliations of
non-GAAP financial measures to their nearest GAAP equivalents.
The financial outlook provided below reflects N-able's
expectations, as of the date of this release, regarding the impact
on its business of changing foreign exchange rates and current
macroeconomic dynamics.
N-able management currently expects to achieve the following
results for the fourth quarter of 2024:
- Total revenue in the range of $113.3 to $114.8 million,
representing 5% to 6% year-over-year growth on a reported and
constant currency basis.
- Adjusted EBITDA in the range of $35.0 to $35.5 million,
representing approximately 31% of total revenue.
Updated Financial Outlook for Full-Year 2024
- N-able management currently expects to achieve the following
results for the full-year 2024:
- Total revenue in the range of $463.0 to $464.5 million,
representing 10% year-over-year growth on a reported and constant
currency basis.
- Adjusted EBITDA in the range of $166.3 to $166.8 million,
representing approximately 36% of total revenue.
Additional details on the company's outlook will be provided on
the conference call.
Advisors
DLA Piper LLP (US) served as legal advisor to N-able. Piper
Sandler & Co. served as financial advisor to Adlumin. Mintz,
Levin, Cohn, Ferris, Glovsky and Popeo, P.C. served as legal
advisor to Adlumin.
About N-able
N-able fuels IT services providers with powerful software
solutions to monitor, manage, and secure their customers’ systems,
data, and networks. Built on a scalable platform, we offer secure
infrastructure and tools to simplify complex ecosystems, as well as
resources to navigate evolving IT needs. We help partners excel at
every stage of growth, protect their customers, and expand their
offerings with an ever-increasing, flexible portfolio of
integrations from leading technology providers. n-able.com
© 2024 N-able Solutions ULC and N-able Technologies Ltd. All
rights reserved.
The N-able trademarks, service marks, and logos are the
exclusive property of N-able Solutions ULC and N-able Technologies
Ltd. All other trademarks are the property of their respective
owners.
Category: Company
About Adlumin
Adlumin provides enterprise-grade cybersecurity for
organizations of all sizes through its innovative Security
Operations as a Service platform. With an agnostic approach,
Adlumin seamlessly integrates with existing tech stacks, and its
flexible management options enable the platform to be self-managed
by an internal team or fully managed by Adlumin experts. Adlumin
empowers organizations to take control of their digital security
making advanced protection accessible to all. www.adlumin.com
Forward-Looking Statements
This press release contains “forward-looking” statements, which
are subject to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, including statements regarding
N-able's acquisition of Adlumin and its anticipated benefits to
N-able and its customers, the acquisition’s anticipated impact on
N-able’s growth, cash flow and results, Adlumin’s expected fiscal
2024 annualized recurring revenue (ARR) and ARR growth, N-able’s
ability to expand its sales channels and cross-selling
opportunities, N-able’s financial outlook for the fourth quarter
and year ending 2024, and other statements about future
expectations, prospects, estimates and other matters that are
dependent upon future events or developments. These forward-looking
statements are based on management's beliefs and assumptions and on
information currently available to management. Forward-looking
statements include all statements that are not historical facts and
may be signified by terms such as “aim,” “anticipate,” “believe,”
“continue,” “expect,” “feel,” “intend,” “estimate,” “seek,” “plan,”
“may,” “can,” “could,” “should,” “will,” “would” or similar
expressions and the negatives of those terms. Forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause our actual results, performance or
achievements to be materially and adversely different from any
future results, performance or achievements expressed or implied by
the forward-looking statements. Factors that could cause or
contribute to such differences include, but are not limited to, the
risks and uncertainties described more fully in documents filed
with or furnished to the Securities and Exchange Commission,
including the risk factors described in N-able’s Annual Report on
Form 10-K for the year ended December 31, 2023, that N-able filed
with the SEC on February 29, 2024, as well as, among other items,
risks related to N-able’s ability to realize the anticipated
benefits of the acquisition, including the possibility that the
expected benefits from the transaction will not be realized or will
not be realized within the expected time period; integration of the
acquired business, its technology and its employees; disruption
from the acquisition making it more difficult to maintain business
and operational relationships; negative effects of announcing the
acquisition on the market price of our common stock, credit ratings
or operating results; significant or unexpected costs associated
with the acquisition; unknown liabilities and the adequacy of
insurance coverage; security risks related to the acquired
technology, including that the acquired technology may result in
additional risk of cyberattacks or other security incidents, which
may result in compromises or breaches of our, our MSP partners’, or
their SME customers’ systems, the insertion of malicious code,
malware, ransomware or other vulnerabilities into our, our MSP
partners’, or their SME customers’ environments, the exploitation
of vulnerabilities in our, our MSP partners’, or their SME
customers’ security, the theft or misappropriation of our, our MSP
partners’, or their SME customers’ proprietary and confidential
information, and interference with our, our MSP partners’, or their
SME customers’ operations, exposure to legal and other liabilities,
higher MSP partner and employee attrition and the loss of key
personnel, negative impacts to our sales, renewals and upgrades and
reputational harm and other serious negative consequences, any or
all of which could materially harm our business; management and
oversight of the expanded business and operations of N-able
following the transaction due to the increased size and complexity
of its business; litigation and/or regulatory scrutiny or actions
related to the acquisition; and the effects of the acquisition on
relationships with our employees, customers, partners and business.
All information provided in this release is as of the date hereof
and N-able undertakes no duty to update this information except as
required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20241120128061/en/
Media: Kim Cecchini kim.cecchini@n-able.com 202-391-5205
Investors: Griffin Gyr ir@n-able.com
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