PFSweb, Inc. (NASDAQ: PFSW), a global commerce services company,
has agreed to sell LiveArea, its global customer experience and
commerce agency business unit to Merkle, Inc., a leading
technology-enabled, data-driven customer experience management
(CXM) company within Dentsu Group’s international business, Dentsu
International (Tokyo: 4324).
Under the terms of the agreement, Merkle will purchase LiveArea
for total consideration of approximately $250 million, with net
proceeds expected to range between $185 million to $200 million,
after consideration of estimated taxes and transaction related
expenses. Following the closing of the transaction, PFSweb expects
to use a portion of the net proceeds, along with existing cash on
hand, to pay down in full its senior financing facilities. For the
trailing twelve months ended March 31, 2021, LiveArea generated
approximately $85 million in revenue on a standalone basis. The
transaction is expected to close in the third quarter of 2021,
subject to customary closing conditions.
Throughout its 30-year history, Merkle has worked with
world-class brands to implement customer-centric performance
marketing solutions, providing tailored, unique customer
experiences on a global scale. Its heritage in data, technology,
and analytics forms the foundation for its understanding of
consumer insights that drive hyper-personalized marketing
strategies. As a Dentsu Group company, Merkle is committed to
helping clients deliver best-in-class, differentiated and connected
commerce experiences across the entire customer journey. In
addition to LiveArea’s expertise in technology and Connected
Commerce, the agency’s growing range of digital business
capabilities, which has expanded to include NXT™ Intelligence,
Product Innovation, Service Design, Performance Marketing, and
Orchestrated Services, complements Merkle’s services and
strategy.
“Over the past year and a half, we have worked diligently to
return LiveArea to sustained growth, with our strengthened
leadership and sales teams driving greater organizational
efficiency and record sales pipeline activity,” said Mike
Willoughby, CEO of PFSweb. “We believe this transaction with
Merkle, a fellow high-touch, technology-enabled customer experience
management company, will allow LiveArea to more fully realize its
growth potential, create significant value for our LiveArea
strategic partners and position LiveArea to better serve our
world-class clients. The Merkle team not only recognizes our
improved foundation, but also shares our dedication to innovative,
data-driven solutions and exceptional client service. Under
Merkle’s ownership, we believe LiveArea is well-positioned for the
road ahead.”
Jim Butler, President of LiveArea, added: “I am grateful for our
team’s hard work and the growing pipeline of bookings and new
service offerings we have built. We believe our integration into
Merkle will provide our team with additional support and
accelerated development opportunities, and we look forward to
working with the Merkle team to make LiveArea an even stronger
company to create agile, business driving solutions with our
clients. I am also excited to continue working with my colleagues
at PFS to support our shared clients as we further strengthen our
service offering with access to Merkle’s digital business
capabilities.”
“Adding LiveArea to the Merkle family gives us the opportunity
to both increase our U.S. commerce presence and deepen our
expertise in EMEA at a time of accelerated growth across our
industry,” said Michael Komasinski, President of Merkle Americas.
“LiveArea’s seasoned team and breadth of commerce capabilities
strengthen our competitive advantage in the delivery of scaled,
efficient customer experience management services and integrated
solutions.”
Raymond James acted as exclusive financial advisor to PFSweb in
the transaction. FisherBroyles, LLP acted as legal counsel to
PFSweb in the transaction.
Exploration of Strategic Alternatives With the
divestiture of LiveArea underway, PFSweb has also engaged Raymond
James to lead the exploration of a full range of strategic
alternatives for its remaining business segment, PFS, to maximize
shareholder value.
“Through the first quarter of 2021, PFSweb’s strong performance
has demonstrated the benefits of our focus on optimizing resources
and serving as a committed, flexible partner for our clients,” said
Monica Luechtefeld, chair of PFSweb’s board of directors. “Over the
past three years, we have worked to establish LiveArea and PFS as
distinct brands in the market, segment these businesses
financially, and undergo an organizational restructuring that
aligned our back-office functions with this segmented approach.
This transaction clearly validates our efforts to maximize growth
for each business unit and drive value for our shareholders, and we
will continue to focus on maximizing the growth of PFS while we
complete this strategic alternatives process. As this process
unfolds, our assessment will prioritize the option that most
expeditiously and efficiently maximizes value for our shareholders
while also seeking the best outcome for our team members.”
PFSweb has not established a timeline for completion of this
strategic review process, and the company does not intend to
comment further regarding the review process unless or until a
specific transaction is approved by its board of directors or
shareholders, the review process is concluded, or it has otherwise
determined that further disclosure is appropriate or required by
law. The company provides no assurance that the strategic review
process will result in any transaction.
About PFSweb, Inc.PFSweb (NASDAQ: PFSW) is a
global commerce services company that manages the online customer
shopping experience on behalf of major branded manufacturers and
retailers. Across two business units – LiveArea
for data-driven marketing and omnichannel experience design through
technology selection, platform implementation and orchestrated
services, and PFS for order fulfillment, contact
center, payment processing/fraud management, and order management
services – they provide solutions to a broad range of Fortune 500®
companies and household brand names such as Procter & Gamble,
L’Oréal USA, Champion, Pandora, Ralph Lauren, Shiseido Americas,
the United States Mint, and many more. PFSweb enables these brands
to provide a more convenient and brand-centric online shopping
experience through both traditional and online business channels.
The company is headquartered in Allen, TX with additional locations
around the globe. For more information, visit www.pfsweb.com.
About LiveAreaLiveArea is an award-winning
global customer experience and commerce agency. We bring the full
potential of digital business to life, helping brands create
meaningful and lasting customer connections. Fusing creativity,
strategy, and technology, our services include NXT IntelligenceTM,
product innovation, connected commerce, service design, performance
marketing, and orchestrated services. We bring together world-class
commerce technology, building and launching innovative products and
services powered by data-driven insights to elevate customer
relationships – online and in-store. We deliver B2B, B2C, and D2C
solutions to clients in health and beauty, fashion and apparel,
luxury, consumer packaged goods, retail stores, healthcare, and
automotive. For more information, visit www.LiveAreaCX.com.
About Dentsu Group (dentsu) Led by Dentsu Group
Inc. (Tokyo: 4324; ISIN: JP3551520004), a pure holding company
established on January 1, 2020, the Dentsu Group encompasses two
operational networks: dentsu japan network, which oversees Dentsu’s
agency operations in Japan, and dentsu international, its
international business headquarters in London, which oversees
Dentsu’s agency operations outside of Japan. With a strong presence
in over 145 countries and regions across five continents and with
more than 64,000 dedicated professionals, the Dentsu Group provides
a comprehensive range of client-centric integrated communications,
media and digital services through its eight leadership
brands—Carat, dentsu X, iProspect, Isobar, dentsumcgarrybowen,
Merkle, MKTG and Posterscope—as well as through Dentsu Japan
Network companies, including Dentsu Inc., the world’s largest
single brand agency with a history of innovation. The Group is also
active in the production and marketing of sports and entertainment
content on a global scale. Dentsu Group Inc. website:
https://www.group.dentsu.com/en/
About MerkleMerkle is a leading data-driven
customer experience management (CXM) company that specializes in
the delivery of unique, personalized customer experiences across
platforms and devices. For more than 30 years, Fortune 1000
companies and leading nonprofit organizations have partnered with
Merkle to maximize the value of their customer portfolios. The
company’s heritage in data, technology, and analytics forms the
foundation for its unmatched skills in understanding consumer
insights that drive hyper-personalized marketing strategies. Its
combined strengths in performance media, customer experience,
customer relationship management, loyalty, and enterprise marketing
technology drive improved marketing results and competitive
advantage. With 12,000 employees, Merkle is headquartered in
Columbia, Maryland, with 50+ additional offices throughout the
Americas, EMEA, and APAC. Merkle is a dentsu company. For more
information, contact Merkle at 1-877-9-Merkle or visit
www.merkleinc.com.
Forward-Looking StatementsThe matters discussed
herein contain forward-looking information under the Private
Securities Litigation Reform Act of 1995 and is subject to and
involves risks and uncertainties, which could cause actual results
to differ materially from the forward-looking information. You can
identify these forward-looking statements by words such as “may,”
“will,” “would,” “should,” “could,” “expect,” “anticipate,”
“believe,” “intend,” “plan,” “potential,” “project,” “seek,”
“strive,” “predict,” “continue,” “target,” and “estimate” and other
similar expressions. These forward-looking statements involve risks
and uncertainties and may include assumptions as to how we may
perform in the future, including the impact of the COVID-19
pandemic on our business, results of operations and global economic
conditions. Although we believe the expectations reflected in our
forward-looking statements are reasonable, we cannot guarantee
these expectations will actually be achieved. PFSweb’s Annual
Report on Form 10-K, as amended, for the year ended December 31,
2020 and any subsequent amendments or quarterly reports on Form
10-Q identify certain factors that could cause actual results to
differ materially from those projected in any forward looking
statements made and investors are advised to review the periodic
reports of the company and the Risk Factors described therein.
PFSweb undertakes no obligation to update publicly any
forward-looking statement for any reason, even if new information
becomes available or other events occur in the future. There may be
additional risks that we do not currently view as material or that
are not presently known.
Investor Relations:Cody Slach and Jackie
KeshnerGateway Investor
Relations1-949-574-3860PFSW@gatewayir.com
Pfsweb (NASDAQ:PFSW)
Graphique Historique de l'Action
De Juin 2024 à Juil 2024
Pfsweb (NASDAQ:PFSW)
Graphique Historique de l'Action
De Juil 2023 à Juil 2024