Double-Take Software, Inc. (NASDAQ: DBTK), a leading provider of
recovery solutions, today announced that on May 17, 2010, it
entered into a definitive merger agreement to be acquired by Vision
Solutions, Inc., a portfolio company of Thoma Bravo, LLC, in a
transaction with a net offer value of approximately
$242 million. The Double-Take Board of Directors unanimously
approved the agreement and has recommended the approval of the
transaction to Double-Take’s stockholders.
Under the terms of the agreement, Double-Take stockholders will
receive $10.55 in cash for each share of Double-Take common stock
they hold, representing a premium of approximately 39% and 21% to
Double-Take’s enterprise value and closing share price of $8.71,
respectively, on April 9, 2010, the last business day prior to
Double-Take’s announcement that its Board of Directors was
considering indications of interest to acquire the Company.
“The board of directors of Double-Take, working with our legal
and financial advisors, has been reviewing strategic alternatives
for the company for the past several months. During that time, we
have had the opportunity to share the Double-Take story and this
transaction represents the successful conclusion of that process.
Our board of directors and the management team are extremely
pleased to announce this transaction and look forward to developing
and supporting innovative recovery solutions for our clients
globally,” said Dean Goodermote, Chairman, President and CEO of
Double-Take.
“The offer for Double-Take Software underscores our focus to
provide customers with the best information availability products
and the most exceptional support and service in the industry,” said
Nicolaas Vlok, president and CEO of Vision Solutions. “Double-Take
has built a strong worldwide information availability business, and
we are excited to have its world-class employees, customers and
partners join the Vision family. With our expanded resources and
scale, we will increase our ability to innovate and be the solution
provider our customers can count on for their information
availability needs.”
The transaction is subject to customary closing conditions,
including the expiration or earlier termination of the Hart-Scott
Rodino waiting period and the approval of Double-Take stockholders.
The transaction is not subject to a financing condition, and debt
commitments for the merger consideration have been received by
Vision Solutions. Double-Take expects the transaction to close in
the third quarter of 2010.
BofA Merrill Lynch and Thomas Weisel Partners LLC are serving as
financial advisors to Double-Take Software. Hogan Lovells US LLP is
serving as legal counsel to Double-Take Software. Kirkland &
Ellis, LLP is serving as legal counsel to Vision Solutions.
Jeffries & Company is providing the financing for Vision
Solutions.
About Double-Take Software, Inc.
Headquartered in Southborough, Massachusetts, Double-Take®
Software is a leading provider of affordable software for
recoverability, including continuous data replication, application
availability and system state protection. Double-Take Software
products and services enable customers to protect and recover
business-critical data and applications such as Microsoft Exchange,
SQL, and SharePoint in both physical and virtual environments. With
its unparalleled partner programs, technical support, and
professional services, Double-Take Software is the solution of
choice for more than nineteen thousand customers worldwide, from
SMEs to the Fortune 500. Information about Double-Take Software's
products and services can be found at www.doubletake.com.
About Vision Solutions, Inc.
Vision Solutions, Inc. is a leading provider of high
availability, disaster recovery and system management solutions for
IBM Power Systems®.. Vision Solutions supports its worldwide
customers in achieving their business goals through its
leading-edge technologies and its global network of partners. A
portfolio company of Thoma Bravo, LLC, Vision Solutions is
headquartered in Irvine, California with offices worldwide. For
more information, visit www.visionsolutions.com.
Important Additional Information will be Filed with the
SEC
In connection with the proposed transaction, Double-Take
Software will file or furnish relevant documents, including a proxy
statement, concerning the proposed transaction with the SEC.
Investors and stockholders of Double-Take Software are urged to
read the proxy statement and other relevant materials when they
become available because they will contain important information
about Double-Take Software and the proposed transaction. The
final proxy statement will be mailed to the company’s
stockholders.
Investors and stockholders may obtain a free copy of the proxy
statement and any other relevant documents filed or furnished by
Double-Take Software with the SEC (when available) at the SEC’s Web
site at www.sec.gov. In addition, investors and stockholders may
obtain free copies of the documents filed with the SEC by
Double-Take Software by contacting Double-Take Software Investor
Relations by e-mail at investor@doubletake.com or by phone at
212.766.1800 or by going to the investor relations website portion
of the Double-Take website at http://investor.doubletake.com/.
Double-Take Software and its directors and certain executive
officers may be deemed to be participants in the solicitation of
proxies from Double-Take Software stockholders in respect of the
proposed transaction. Information about the directors and executive
officers of Double-Take Software and their respective interests in
Double-Take Software by security holdings or otherwise is set forth
in its proxy statement for the 2010 Annual Meeting of Stockholders,
which was filed with the SEC on April 1, 2010 and its Annual Report
on Form 10-K for the year ended December 31, 2009, which was filed
with the SEC on March 12, 2010. Stockholders may obtain additional
information regarding the interests of Double-Take Software and its
directors and executive officers in the Merger, which may be
different than those of the Company’s stockholders generally, by
reading the proxy statement and other relevant documents regarding
the Merger, when filed with the SEC. Each of these documents is, or
will be, available as described above.
Forward-Looking Statements
This press release contains certain “forward-looking statements”
within the meaning of the safe harbor provisions of the United
States Private Securities Litigation Reform Act of 1995.
Forward-looking statements are statements that are not historical
facts. Words such as “expect(s)”, “feel(s)”, “believe(s)”, “will”,
“may”, “anticipate(s)”, “intend(s)” and similar expressions are
intended to identify such forward-looking statements. These
statements include, but are not limited to, the expected timing of
the acquisition; the ability of Vision Solutions and Double-Take to
close the acquisition; and statements regarding future performance.
All of such information and statements are subject to certain risks
and uncertainties, the effects of which are difficult to predict
and generally beyond the control of Double-Take, that could cause
actual results to differ materially from those expressed in, or
implied or projected by, the forward-looking information and
statements. These risks and uncertainties include, but are not
limited to: (i) uncertainties associated with the acquisition of
the Company by Vision, (ii) uncertainties as to the timing of the
merger; (iii) failure to receive approval of the transaction by the
stockholders of Double-Take; (iv) the ability of the parties to
satisfy closing conditions to the transaction, including the
receipt of regulatory approvals; (v) changes in economic, business,
competitive, technological and/or regulatory factors; and (vi)
those risks identified and discussed by Double-Take in its filings
with the U.S. Securities and Exchange Commission. Readers are
cautioned not to place undue reliance on these forward-looking
statements that speak only as of the date hereof. Neither Vision
Solutions nor Double-Take undertakes any obligation to republish
revised forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events. Readers are also urged to carefully review
and consider the various disclosures in Double-Take’s SEC periodic
and interim reports, including but not limited to its Annual Report
on Form 10-K for the fiscal year ended December 31, 2009, Quarterly
Report on Form 10-Q for the fiscal quarter ended March 31,
2010 and Current Reports on Form 8-K filed from time to time by
Double-Take. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. All forward-looking statements are qualified in
their entirety by this cautionary statement.
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