BELLEVUE, Wash., Nov. 11, 2018 /PRNewswire/ -- Apptio, Inc.
(NASDAQ: APTI), the business management system of record for hybrid
IT, today announced that it has entered into a definitive agreement
to be acquired by an affiliate of Vista Equity Partners ("Vista"),
a leading investment firm focused on software, data and
technology-enabled businesses.
Under the terms of the agreement, Vista will acquire all
outstanding shares of Apptio common stock for a total value of
approximately $1.94 billion. Apptio
shareholders will receive $38.00 in
cash per share, representing a 53% premium to the unaffected
closing price as of November 9,
2018.
"Since founding, our focus has been on building the next great
cloud software platform by dedicating ourselves to helping
companies of all sizes and industries manage, plan, and optimize
technology investments across their hybrid IT environments," said
Sunny Gupta, Co-Founder and CEO of
Apptio. "As we look to the next chapter of Apptio, we are thrilled
to provide immediate liquidity to our shareholders at a significant
premium to market prices and we remain deeply committed to our
mission, product innovation, geographical expansion, and the work
of the TBM Council. Vista's investment and deep expertise in
growing world-class SaaS businesses and the flexibility we will
have as a private company will help us accelerate our growth while
helping us maintain our commitment to creating wildly successful
customers."
"Today, with companies across sectors increasingly depending on
technology to stay competitive, IT is becoming a critical component
for every business on the planet, and Apptio has created the
leading platform to help customers manage this new paradigm," said
Brian Sheth, co-founder and
president of Vista. "We're thrilled to partner with Sunny and the
entire Apptio team on the next chapter in the company's
growth."
Apptio's Board of Directors unanimously approved the deal and
recommended that stockholders vote their shares in favor of the
transaction. Apptio's headquarters will remain in Bellevue, with regional offices across the US,
EMEA and APAC. Closing of the deal is subject to customary closing
conditions, including the approval of Apptio shareholders and
antitrust approval in the United
States. The transaction is expected to close in Q1 2019 and
is not subject to a financing condition.
The merger agreement includes a 30 day "go-shop" period, which
permits Apptio's Board and advisors to actively initiate, solicit,
encourage, and potentially enter negotiations with parties that
make alternative acquisition proposals. Apptio will have the
right to terminate the merger agreement to enter into a superior
proposal subject to the terms and conditions of the merger
agreement. There can be no assurance that this 30 day "go-shop"
will result in a superior proposal, and Apptio does not intend to
disclose developments with respect to the solicitation process
unless and until the Board makes a determination requiring further
disclosure.
Qatalyst Partners is serving as the exclusive financial advisor
to Apptio and Wilson Sonsini
Goodrich & Rosati is serving as legal advisor to Apptio.
Vista's legal advisor is Kirkland & Ellis LLP.
About Apptio
Apptio (NASDAQ: APTI) is the business management system of
record for hybrid IT. We transform the way IT runs its business and
makes decisions. With our cloud-based applications, IT leaders
manage, plan and optimize their technology investments across
on-premises and cloud. With Apptio, IT leaders become strategic
partners to the business by demonstrating value of IT investments,
accelerate innovation and shift their technology investments from
running the business to digital innovation. Hundreds of customers
choose Apptio as their business system of record for hybrid IT. For
more information, please visit www.Apptio.com
© 2018 Apptio, Inc. All rights reserved. Trademarks and logos
are the property of their respective owners.
About Vista Equity Partners
Vista Equity Partners is a U.S.-based investment firm with
offices in Austin, San Francisco, Chicago, and Oakland with more than $43 billion in cumulative capital commitments.
Vista exclusively invests in software, data and technology-enabled
organizations led by world-class management teams. As a value-added
investor with a long-term perspective, Vista contributes
professional expertise and multi-level support towards companies to
realize their full potential. Vista's investment approach is
anchored by a sizable long-term capital base, experience in
structuring technology-oriented transactions, and proven management
techniques that yield flexibility and opportunity. For more
information, please visit www.vistaequitypartners.com.
Additional Information and Where to Find It
This communication is being made in respect of the proposed
transaction involving Apptio, Inc. ("Apptio") and Bellevue Parent, LLC ("Bellevue"). In
connection with the proposed transaction, Apptio intends to file
and furnish relevant materials with the Securities and Exchange
Commission (the "SEC"), including a proxy statement on Schedule
14A. Promptly after filing its definitive proxy statement with the
SEC, Apptio will mail the definitive proxy statement and a proxy
card to each stockholder of Apptio entitled to vote at the special
meeting relating to the proposed transaction. This communication is
not a substitute for the proxy statement or any other document that
Apptio may file with the SEC or send to its stockholders in
connection with the proposed transaction. The proxy statement
described above will contain important information about the
proposed merger and related matters. BEFORE MAKING ANY VOTING
DECISION, STOCKHOLDERS OF Apptio ARE URGED TO READ THESE MATERIALS
(INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTION THAT
Apptio WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT Apptio AND THE
PROPOSED TRANSACTION. The definitive proxy statement and other
relevant materials in connection with the proposed transaction
(when they become available), and any other documents filed by
Apptio with the SEC, may be obtained free of charge at the SEC's
website (http://www.sec.gov) or at Apptio's website
(http://www.apptio.com) or by contacting Apptio's Investor
Relations at ir@apptio.com.
Participants in the Solicitation
Apptio and its directors and executive officers may be deemed to
be participants in the solicitation of proxies from Apptio's
stockholders with respect to the proposed transaction. Information
about Apptio's directors and executive officers and their ownership
of Apptio's common stock is set forth in Apptio's proxy statement
on Schedule 14A filed with the SEC on April
19, 2018, and Apptio's Annual Report on Form 10-K for the
fiscal year ended December 31, 2017,
which was filed with the SEC on February 21,
2018. Additional information regarding the potential
participants, and their direct or indirect interests in the
proposed transaction, by security holdings or otherwise, will be
set forth in the proxy statement and other materials to be filed
with SEC in connection with the proposed transaction.
Notice Regarding Forward-Looking Statements
This communication, and any documents to which Apptio refers you
in this communication, contains not only historical information,
but also forward-looking statements made pursuant to the
safe-harbor provisions of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements represent Apptio's
current expectations or beliefs concerning future events, including
but not limited to the expected completion and timing of the
proposed transaction, expected benefits and costs of the proposed
transaction, management plans and other information relating to the
proposed transaction, strategies and objectives of Apptio for
future operations and other information relating to the proposed
transaction. Without limiting the foregoing, the words "believes,"
"anticipates," "plans," "expects," "intends," "forecasts,"
"should," "estimates," "contemplate," "future," "goal,"
"potential," "predict," "project," "projection," "target," "seek,"
"may," "will," "could," "should," "would," "assuming," and similar
expressions are intended to identify forward-looking statements.
You should read any such forward-looking statements carefully, as
they involve a number of risks, uncertainties and assumptions that
may cause actual results to differ significantly from those
projected or contemplated in any such forward-looking statement.
Those risks, uncertainties and assumptions include, (i) the risk
that the proposed transaction may not be completed in a timely
manner or at all, which may adversely affect Apptio's business and
the price of the common stock of Apptio, (ii) the failure to
satisfy any of the conditions to the consummation of the proposed
transaction, including the adoption of the merger agreement by the
stockholders of Apptio and the receipt of certain regulatory
approvals, (iii) the occurrence of any event, change or other
circumstance or condition that could give rise to the termination
of the merger agreement, (iv) the effect of the announcement or
pendency of the proposed transaction on Apptio's business
relationships, operating results and business generally,
(v) risks that the proposed transaction disrupts current plans
and operations and the potential difficulties in employee retention
as a result of the proposed transaction, (vi) risks related to
diverting management's attention from Apptio's ongoing business
operations, (vii) the outcome of any legal proceedings that
may be instituted against us related to the merger agreement or the
proposed transaction, (viii) unexpected costs, charges or expenses
resulting from the proposed transaction, and (ix) other risks
described in Apptio's filings with the SEC, such as its Quarterly
Reports on Form 10-Q and Annual Reports on Form 10-K.
Forward-looking statements speak only as of the date of this
communication or the date of any document incorporated by reference
in this document. Except as required by applicable law or
regulation, Apptio does not assume any obligation to update any
such forward-looking statements whether as the result of new
developments or otherwise.
CONTACTS:
Apptio
Sarah Vreugdenhil
pr@apptio.com
Vista Equity Partners
Alan Fleischmann
vista@laurelstrategies.com
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