Keynote has entered into a definitive agreement to be acquired by an affiliate of leading private equity investment firm Thoma Bravo, LLC in an all-cash transaction valued at approximately $395 million.
Under the terms of the agreement, pending shareholder approval, Keynote stockholders will receive $20.00 in cash for each share of Keynote common stock. This represents an approximately 48% premium over the company's closing price on June 21, 2013.
“For over a decade, Keynote has been focused on building a company to last and has established best-in-class offerings across all of our businesses: Internet cloud, mobile telecom and mobile enterprise,” said Umang Gupta, Chairman and CEO of Keynote. “We believe becoming a private company will provide additional flexibility and better position us to strategically invest in our nascent mobile enterprise business, further our sales programs and accelerate the next stage of the company’s growth and industry market leadership.”
“Our board of directors is pleased to sign an agreement that provides stockholders with immediate and substantial cash value, as well as an attractive premium to our share price. We look forward to working closely with Thoma Bravo and all parties to complete this transaction,” concluded Gupta.
The transaction is subject to customary closing conditions, including requisite regulatory approvals and the approval of Keynote stockholders. The Keynote board of directors unanimously approved the agreement and recommends that Keynote’s stockholders approve the transaction. The transaction is not subject to a financing condition. Keynote expects the transaction to close before September 30, 2013.
At closing, Thoma Bravo will acquire 100% of Keynote's outstanding shares. Upon closing, Keynote will become a privately-held company. Keynote senior management is expected to continue with the company and its headquarters are expected to remain in San Mateo.
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