CHICAGO, April 28, 2016 /CNW/ -- Textura Corporation
(NYSE: TXTR), a leading provider of construction contracts and
payment management cloud services, today announced that it has
entered into a definitive agreement to be acquired by Oracle. Under
the terms of the agreement, Textura shareholders will receive
$26.00 in cash per share of common
stock they hold. The transaction is valued at approximately
$663 million, net of Textura's
cash.
Textura's cloud services process $3.4
billion in payments for over 6,000 projects each month,
helping keep projects on time and under budget while reducing risk
for developers, contractors and subcontractors. Textura offers its
cloud services in a consumption model preferred by the engineering
and construction industry whereby the companies involved pay based
on project activity. Further, usage of Textura's cloud services
creates a network effect that benefits all participants as more
than 85,000 general and subcontractors are connected to the
platform.
Oracle Primavera offers a complete suite of cloud solutions for
project, cost, time and risk management. The Oracle Primavera
flagship products have been completely re-architected for the
Cloud, and the result is a set of cloud services that are growing
rapidly as construction and engineering companies embrace digital
transformation. Together, Oracle Primavera and Textura will form
the Oracle Engineering and Construction Global Business Unit
offering a comprehensive cloud-based project control and execution
platform that manages all phases of engineering and construction
projects.
"The increasingly global engineering and construction industry
requires digital modernization in a way that automates manual
processes and embraces the power of cloud computing to easily
connect the construction job site, reduce cost overruns, and
improve productivity," said Mike
Sicilia, SVP and GM, Engineering and Construction Global
Business Unit, Oracle. "Together, Textura and Oracle Engineering
and Construction will have the most comprehensive set of cloud
services in the industry."
"Textura's mission is to bring workflow automation and
transparency to complex construction projects while improving their
financial performance and minimizing risks," said David Habiger, Chief Executive Officer, Textura.
"We are excited to join Oracle and bring our cloud-based
capabilities to help extend the Oracle Engineering and Construction
Industry Cloud Platform."
The Board of Directors of Textura has unanimously approved the
transaction. The transaction is expected to close in 2016, subject
to Textura stockholders tendering 66 2/3% of Textura's outstanding
shares and derivative securities exercised prior to the closing (as
required by Textura's certificate of incorporation) in the tender
offer, certain regulatory approvals and other customary closing
conditions.
More information about this announcement is available at
www.texturacorp.com/oracle.
About Textura
Textura is a leading provider of construction collaboration and
productivity tools. Our solutions serve all construction industry
professionals across the project lifecycle – from takeoff,
estimating, design, pre-qualification and bid management to
submittals, field management, performance management, LEED
management and payment. With award-winning technology, world-class
customer support and consistent growth, Textura is leading the
construction industry's technology transformation.
www.texturacorp.com
Contact Info
Investors: Annie Leschin, StreetSmart
IR
415-775-1788
ir@texturacorp.com
|
Media:
Matt Scroggins,
Director of Communications
224-254-6652
matt.scroggins@texturacorp.com
|
Use of Forward Looking Statements
Statements in this document may contain, in addition to
historical information, certain forward-looking statements. Some of
these forward-looking statements may contain words like "believe,"
"may," "could," "would," "might," "possible," "should," "expect,"
"intend," "plan," "anticipate," or "continue," the negative of
these words, other terms of similar meaning or they may use future
dates. Forward-looking statements in this documents include without
limitation statements regarding the planned completion of the
transaction. These statements are subject to risks and
uncertainties that could cause actual results and events to differ
materially from those anticipated, including, but not limited to,
risks and uncertainties related to: the timing of the transaction;
the percentage of the Company's stockholders tendering their shares
in the offer contemplated by the transaction (the "Offer"); the
possibility that competing offers will be made; the possibility
that various closing conditions for the transaction may not be
satisfied or waived, including that a governmental entity may
prohibit, delay or refuse to grant approval for the consummation of
the transaction; the effects of disruption caused by the
transaction making it more difficult to maintain relationships with
employees, vendors and other business partners; stockholder
litigation in connection with the transaction resulting in
significant costs of defense, indemnification and liability; and
other risks and uncertainties discussed under the heading "Risk
Factors" in our Annual Report on Form 10-K for the fiscal year
ended December 31, 2015, our other
reports we file with the SEC, as well as the tender offer documents
to be filed by Oracle, OC Acquisition LLC and Tulip Acquisition
Corporation, and the Solicitation/Recommendation Statement to be
filed by the Company. The Company undertakes no obligation to
update any forward-looking statements as a result of new
information, future developments or otherwise, except as expressly
required by law. All forward-looking statements in this document
are qualified in their entirety by this cautionary statement.
Additional Information
The Offer has not yet commenced, and this document is neither an
offer to purchase nor a solicitation of an offer to sell any shares
of the common stock of the Company or any other securities. On the
commencement date of the Offer, by Oracle, OC Acquisition LLC and
Tulip Acquisition Corporation will file a Tender Offer Statement on
Schedule TO, including an offer to purchase, a letter of
transmittal and related documents, with the United States
Securities and Exchange Commission (the "SEC") and thereafter the
Company will file a Solicitation/Recommendation Statement on
Schedule 14D-9 with the SEC. Investors and security holders are
urged to read both the Tender Offer Statement and the
Solicitation/Recommendation Statement regarding the Offer, as they
may be amended from time to time, when they become available
because they will contain important information. Investors and
security holders may obtain a free copy of these statements (when
available) and other documents filed with the SEC at the website
maintained by the SEC at www.sec.gov or by directing such requests
to the Information Agent for the tender offer which will be named
in the tender offer statement. Those materials and all other
documents filed by the Company, by Oracle, OC Acquisition LLC and
Tulip Acquisition Corporation with the SEC will be available both
at no charge on the SEC's web site at www.sec.gov and may be
obtained for free by directing requests to ir@texturacorp.com.
Logo -
http://photos.prnewswire.com/prnh/20110602/CG12932LOGO
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/oracle-buys-textura-300259288.html
SOURCE Textura Corporation