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Actionable news in SWI: SOLARWINDS Inc,

Solarwinds: Form, Schedule Or Registration Statement No Filing Party: Date Filed:

The following excerpt is from the company's SEC filing.

To all members of the SolarWinds family,

I have some exciting news about the future of SolarWinds. As you know, our board of directors has undertaken a thorough review of the strategic and financial alternatives available to our Company. Today we have announced the outcome of that review. Subject to stockholder approval, SolarWinds will be acquired by Thoma Bravo, a leading private equity firm focused on investments in middle-market companies in fragmented and consolidating industries, and Silver Lake Partners, a leading private equity firm focused on investments in technology, technology-enabled and relate d industries. I have attached a copy of the press release we issued this morning.

After the transaction closes, this means that we will be a private company. With a purchase price of $60.10 per share, SolarWinds has been valued at approximately $4.5 billion, highlighting the tremendous value we have created together for our public stockholders since we went public six years ago. Im proud of our employees across the globe, and of our accomplishments as a team. This is a pivotal moment in SolarWinds history, and I believe it positions us well to continue to serve our customers and build world-class software products. As a private company, we also expect to benefit from added flexibility, which we believe will help us to continue to build SolarWinds into an even larger and more successful business.

This transaction is expected to close (i.e. become fully effective) in the first quarter of 2016, subject to stockholder approval, certain regulatory approvals and other customary closing conditions. Thoma Bravo and Silver Lake Partners are highly accomplished private equity firms focused on investing in software companies, and they have a strong track record of helping their companies grow and succeed in the marketplace. I cannot imagine better partners for SolarWinds. Through this process, SolarWinds management team has come to know the Thoma Bravo and Silver Lake Partners teams well, and we are fully confident that they are the right partners for SolarWinds both strategically and culturally. The Thoma Bravo and Silver Lake teams have the highest praise for our employees and our business, and they are eager to help SolarWinds continue to grow and evolve.

I am sure many of you are wondering what this means for you and the future of SolarWinds going forward. This is another milestone on our journey as we continue to grow and scale our business. I believe very strongly that this transaction better positions us for the future, and provides us with the ability to focus on creating a great, sustainable software company. I will be sending an invitation for an all-hands meeting to discuss the announcement and answer your questions.

In the meantime, there are FAQs posted on Confluence. The FAQs provide additional information. Please remember that this is the first step in a process that could take several months. We will continue to update you and provide additional details as we move toward closing this transaction. Until then, keep focused on Q4 and delivering another quarter of outstanding results for our customers and the company.

If you should be contacted by media or investors regarding todays news, please refer them to Dave Hafner, at dave.hafner@solarwinds.com. If any customers or partners reach out with questions regarding the transaction, please direct them to your managers as appropriate.

Thank you again for your commitment and dedication to SolarWinds.

Additional Information and Where to Find It

In connection with the merger, SolarWinds, Inc. (the

) intends to file relevant materials with the Securities and Exchange Commission (the

), including a preliminary proxy statement on Schedule 14A. Promptly after filing its definitive proxy statement with the SEC, the Company will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the merger. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE MERGER THAT THE COMPANY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE MERGER. The definitive proxy statement, the preliminary proxy statement and other relevant materials...


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