|By Business Wire||
|May 30, 2014 04:57 PM EDT||
GTCR, a leading private equity firm, and Vocus, Inc. (“Vocus”) (NASDAQ: VOCS), a leading provider of cloud-based public relations and marketing software, jointly announced today the successful completion of the acquisition of Vocus by an affiliate of GTCR.
Vocus provides cloud-based public relations and marketing software that enables companies to acquire and retain customers. By automating and integrating essential elements of PR functions, the company’s solutions help organizations manage communications with reporters and the public as well as identify and analyze relevant news stories. More than 16,000 annual subscription customers across a wide variety of industries use Vocus software.
“We are very pleased to announce the successful completion of this transaction in partnering with Vocus to help maximize its growth potential,” said Mark Anderson, a GTCR Managing Director. “Vocus has a demonstrated history of developing innovative software that helps its customers to be more productive.”
The tender offer by GTCR’s affiliate, GTCR Valor Merger Sub, Inc. (“Merger Sub”), for all outstanding shares of Vocus’s common stock expired at 9:30 a.m., New York City time, on May 30, 2014. American Stock Transfer & Trust Company, LLC, the depositary for the tender offer, advised that, as of the expiration time, 18,820,894 shares of Vocus common stock (excluding shares of common stock tendered through guaranteed delivery procedures that had not yet been delivered in settlement or satisfaction of such guarantee) were validly tendered and not properly withdrawn in the offer. All shares validly tendered and not properly withdrawn were accepted for purchase and (except for shares tendered through guaranteed delivery procedures that had not yet been delivered in settlement or satisfaction of such guarantee) were paid for by Merger Sub. Immediately following its acceptance of shares tendered in the offer, Merger Sub acquired, pursuant to an agreement with JMI Equity Fund VI, L.P. (“JMI”), all of the outstanding shares of Vocus’s Series A Convertible Preferred Stock for its stated value of $77.3 million.
Merger Sub also exercised the “top-up” option granted under the previously announced merger agreement, pursuant to which Vocus issued shares to Merger Sub at the offer price of $18.00 per share in an amount sufficient to enable Merger Sub to effect a short-form merger.
As a result of the purchase of shares in the offer, the purchase of the Series A Convertible Preferred Stock and the purchase of shares pursuant to the “top-up” option, Merger Sub had sufficient ownership to approve its contemplated merger with Vocus without the affirmative vote of any stockholder of Vocus. Accordingly, affiliates of GTCR effected a short-form merger in which Merger Sub merged with and into Vocus, with Vocus surviving the merger and continuing as a wholly owned subsidiary of GTCR Valor Companies, Inc. Each Vocus share not previously purchased in the offer was converted in the merger into the right to receive, subject to appraisal rights, the same $18.00 per share price, net to the seller in cash, without interest and subject to any applicable tax withholding, that was paid in the offer. May 30, 2014 is the last day Vocus shares trade on the NASDAQ Global Select Market.
Deutsche Bank Securities Inc. is serving as financial advisor and Latham & Watkins LLP is serving as legal counsel to GTCR. Stifel is serving as financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Vocus.
Founded in 1980, GTCR is a leading private equity firm focused on investing in growth companies in the Financial Services & Technology, Healthcare and Information Services & Technology industries. The Chicago-based firm pioneered The Leaders Strategy™ – finding and partnering with management leaders in core domains to identify, acquire and build market-leading companies through transformational acquisitions and organic growth. Since its inception, GTCR has invested more than $10 billion in over 200 companies. For more information, please visit www.gtcr.com.
Vocus provides leading cloud-based public relations and marketing software that enables companies to acquire and retain customers. The company offers products and services to help clients attract and engage prospects, nurture and convert customers, and measure and improve marketing effectiveness. More than 16,000 annual subscription customers across a wide variety of industries use Vocus software. The company is headquartered in Beltsville, MD with offices in North America, Europe and Asia. For more information, visit www.vocus.com or call (800) 345-5572.
Forward Looking Statements
Certain statements made herein with respect to the tender offer and related transactions, including, for example, the potential benefits of the merger, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, our actual results may differ materially from our expectations or projections.
The Internet of Things will challenge the status quo of how IT and development organizations operate. Or will it? Certainly the fog layer of IoT requires special insights about data ontology, security and transactional integrity. But the developmental challenges are the same: People, Process and Platform and how we integrate our thinking to solve complicated problems. In his session at 19th Cloud Expo, Craig Sproule, CEO of Metavine, demonstrated how to move beyond today's coding paradigm and ...
Dec. 5, 2016 09:29 AM EST
"Venafi has a platform that allows you to manage, centralize and automate the complete life cycle of keys and certificates within the organization," explained Gina Osmond, Sr. Field Marketing Manager at Venafi, in this SYS-CON.tv interview at DevOps at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 5, 2016 09:15 AM EST Reads: 873
Application transformation and DevOps practices are two sides of the same coin. Enterprises that want to capture value faster, need to deliver value faster – time value of money principle. To do that enterprises need to build cloud-native apps as microservices by empowering teams to build, ship, and run in production. In his session at @DevOpsSummit at 19th Cloud Expo, Neil Gehani, senior product manager at HPE, discussed what every business should plan for how to structure their teams to delive...
Dec. 5, 2016 09:15 AM EST Reads: 1,408
"We are a modern development application platform and we have a suite of products that allow you to application release automation, we do version control, and we do application life cycle management," explained Flint Brenton, CEO of CollabNet, in this SYS-CON.tv interview at DevOps at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 5, 2016 08:45 AM EST Reads: 795
We are always online. We access our data, our finances, work, and various services on the Internet. But we live in a congested world of information in which the roads were built two decades ago. The quest for better, faster Internet routing has been around for a decade, but nobody solved this problem. We’ve seen band-aid approaches like CDNs that attack a niche's slice of static content part of the Internet, but that’s it. It does not address the dynamic services-based Internet of today. It does...
Dec. 5, 2016 07:30 AM EST Reads: 976
In his keynote at 18th Cloud Expo, Andrew Keys, Co-Founder of ConsenSys Enterprise, provided an overview of the evolution of the Internet and the Database and the future of their combination – the Blockchain. Andrew Keys is Co-Founder of ConsenSys Enterprise. He comes to ConsenSys Enterprise with capital markets, technology and entrepreneurial experience. Previously, he worked for UBS investment bank in equities analysis. Later, he was responsible for the creation and distribution of life sett...
Dec. 5, 2016 07:30 AM EST Reads: 7,040
The WebRTC Summit New York, to be held June 6-8, 2017, at the Javits Center in New York City, NY, announces that its Call for Papers is now open. Topics include all aspects of improving IT delivery by eliminating waste through automated business models leveraging cloud technologies. WebRTC Summit is co-located with 20th International Cloud Expo and @ThingsExpo. WebRTC is the future of browser-to-browser communications, and continues to make inroads into the traditional, difficult, plug-in web ...
Dec. 5, 2016 07:15 AM EST Reads: 1,252
20th Cloud Expo, taking place June 6-8, 2017, at the Javits Center in New York City, NY, will feature technical sessions from a rock star conference faculty and the leading industry players in the world. Cloud computing is now being embraced by a majority of enterprises of all sizes. Yesterday's debate about public vs. private has transformed into the reality of hybrid cloud: a recent survey shows that 74% of enterprises have a hybrid cloud strategy.
Dec. 5, 2016 06:45 AM EST Reads: 1,793
WebRTC is the future of browser-to-browser communications, and continues to make inroads into the traditional, difficult, plug-in web communications world. The 6th WebRTC Summit continues our tradition of delivering the latest and greatest presentations within the world of WebRTC. Topics include voice calling, video chat, P2P file sharing, and use cases that have already leveraged the power and convenience of WebRTC.
Dec. 5, 2016 06:45 AM EST Reads: 1,594
Without lifecycle traceability and visibility across the tool chain, stakeholders from Planning-to-Ops have limited insight and answers to who, what, when, why and how across the DevOps lifecycle. This impacts the ability to deliver high quality software at the needed velocity to drive positive business outcomes. In his general session at @DevOpsSummit at 19th Cloud Expo, Phil Hombledal, Solution Architect at CollabNet, discussed how customers are able to achieve a level of transparency that e...
Dec. 5, 2016 06:45 AM EST Reads: 979
"We're a cybersecurity firm that specializes in engineering security solutions both at the software and hardware level. Security cannot be an after-the-fact afterthought, which is what it's become," stated Richard Blech, Chief Executive Officer at Secure Channels, in this SYS-CON.tv interview at @ThingsExpo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 5, 2016 06:30 AM EST Reads: 730
The Internet of Things (IoT) promises to simplify and streamline our lives by automating routine tasks that distract us from our goals. This promise is based on the ubiquitous deployment of smart, connected devices that link everything from industrial control systems to automobiles to refrigerators. Unfortunately, comparatively few of the devices currently deployed have been developed with an eye toward security, and as the DDoS attacks of late October 2016 have demonstrated, this oversight can ...
Dec. 5, 2016 06:15 AM EST Reads: 893
Fact is, enterprises have significant legacy voice infrastructure that’s costly to replace with pure IP solutions. How can we bring this analog infrastructure into our shiny new cloud applications? There are proven methods to bind both legacy voice applications and traditional PSTN audio into cloud-based applications and services at a carrier scale. Some of the most successful implementations leverage WebRTC, WebSockets, SIP and other open source technologies. In his session at @ThingsExpo, Da...
Dec. 5, 2016 06:00 AM EST Reads: 1,678
Kubernetes is a new and revolutionary open-sourced system for managing containers across multiple hosts in a cluster. Ansible is a simple IT automation tool for just about any requirement for reproducible environments. In his session at @DevOpsSummit at 18th Cloud Expo, Patrick Galbraith, a principal engineer at HPE, discussed how to build a fully functional Kubernetes cluster on a number of virtual machines or bare-metal hosts. Also included will be a brief demonstration of running a Galera MyS...
Dec. 5, 2016 04:30 AM EST Reads: 5,225
Internet-of-Things discussions can end up either going down the consumer gadget rabbit hole or focused on the sort of data logging that industrial manufacturers have been doing forever. However, in fact, companies today are already using IoT data both to optimize their operational technology and to improve the experience of customer interactions in novel ways. In his session at @ThingsExpo, Gordon Haff, Red Hat Technology Evangelist, will share examples from a wide range of industries – includin...
Dec. 5, 2016 04:15 AM EST Reads: 1,617