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News   April 13, 2011   by CARS Magazine

Activant Solutions Inc. Agrees to be Acquired by Apax Partners

Activant Solutions Inc. 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...

Activant Solutions Inc. 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, 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, US$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 per cent 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.

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