Entrust, which specialises in securing digital identities and information, has announced it has entered into a definitive agreement to be acquired by an affiliate of Thoma Bravo in a tr
Entrust, which specialises in securing digital identities and information, has announced it has entered into a definitive agreement to be acquired by an affiliate of Thoma Bravo in a transaction with a total equity value of USD114m.
Under the terms of the agreement, Entrust’s shareholders will receive USD1.85 in cash for each share of Entrust common stock they hold, representing a premium of approximately 22.4 per cent over Entrust’s average closing share price of USD1.51 during the 30 trading days ending 9 April 2009 and 25.8 percent over Entrust’s average closing share price of USD1.47 during the 90 trading days ending 9 April 2009.
The board of directors of Entrust has approved the merger agreement and resolved to recommend that Entrust’s shareholders adopt the agreement.
‘After an extensive review of our strategic alternatives, Entrust’s board of directors has determined that this transaction provides for the best value to shareholders,’ says Michael McGrath, chairman of Entrust.
‘In addition to delivering value to Entrust’s shareholders, the partnership with Thoma Bravo also creates clear value for Entrust’s employees and customers,’ says Bill Conner, president and chief executive of Entrust (pictured). ‘Entrust’s customers will benefit from our increased focus on developing our key platforms – risk based authentication and fraud detection, PKI and our certificate services – that grow as their security requirements evolve.’
The transaction is subject to customary conditions to closing, including the approval of Entrust stockholders and requisite regulatory approvals. There is no financing condition to the obligations of Thoma Bravo to consummate the transaction, and equity and debt commitments for the merger consideration have been received.
The agreement contains a provision under which Entrust may solicit alternative proposals from third parties during the next 30 calendar days.
Barclays Capital serves as financial adviser to Entrust.
