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Tech Data Agrees to USD 5.4bn Apollo Global Management Buyout
Friday 15 November 2019

15 November 2019 - US-based IT products and services distributor Tech Data (NASDAQ: TECD) has entered into a definitive agreement to be acquired by an affiliate of funds managed by affiliates of US-based alternative investment managerApollo Global Management, Inc. (NYSE: APO), the company said.
Through the agreement, the affiliate of the Apollo Funds will acquire all of the outstanding shares of Tech Data common stock for USD 130 per share in a transaction with an enterprise value of approximately USD 5.4bn.
The purchase price represents a 24.5% premium to the unaffected 30-day volume weighted average closing share price of Tech Data's common stock ended Oct. 15, 2019, the last trading day prior to published market speculation regarding a potential transaction involving the company.
Tech Data's board of directors has unanimously approved the transaction and recommends that Tech Data shareholders vote in favor of the transaction.
The transaction is not subject to a financing condition and is expected to close in the first half of calendar year 2020, subject to the satisfaction of customary closing conditions including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, foreign regulatory approvals and approval by the holders of a majority of the outstanding Tech Data shares.
Tech Data expects to hold a special meeting of shareholders to consider and vote on the transaction agreement as soon as feasible after the mailing of the proxy statement to shareholders.
Consistent with the board's commitment to maximising shareholder value, the terms of the agreement provide that Tech Data will be permitted to actively solicit alternative acquisition proposals from third parties during a "go-shop" period from the date of the agreement until Dec. 9, 2019.
Following the close of the transaction, Rich Hume will continue to lead Tech Data as chief executive officer, and the company will continue to be headquartered in Clearwater, Florida.
Tech Data will become a privately held company, and Tech Data's common shares will no longer be publicly listed.
Tech Data plans to release its third quarter fiscal year 2020 results before market open on Nov. 26, 2019. In light of the pending transaction, the company will not hold a corresponding conference call.
Bank of America Securities is serving as financial advisor to Tech Data, and Cleary Gottlieb Steen and Hamilton LLP is acting as legal counsel.
Citi is serving as lead financial advisor to Apollo in connection with the transaction. J.P. Morgan and Wells Fargo are also serving as financial advisors to Apollo.
Wachtell, Lipton, Rosen and Katz is acting as corporate counsel to Apollo, and Paul, Weiss, Rifkind, Wharton and Garrison LLP is acting as financing counsel to Apollo. Transaction financing is being provided by Citi, J.P. Morgan, Wells Fargo, Barclays and RBC Capital Markets.
Details
Date Published: 15/11/2019
Target: Tech Data
Country: USA
Deal Size: 5.4bn (USD)
Sector: IT/Online Services
Type: LBO
Financing: Cash
Status: Agreed
Vendor:
Buyer: Affiliate of funds managed by affiliates of Apollo Global Management
Buyer Advisor: Citi , J.P. Morgan , Wells Fargo , Wachtell, Lipton, Rosen and Katz , Paul, Weiss, Rifkind, Wharton and Garrison
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