Double-Take Software, Inc., 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.