- Cision — a global provider of software and services to public relations and marketing communications — is getting acquired by Platinum Equity for $2.74 billion
Cision Ltd. — a leading global provider of software and services to public relations and marketing communications professionals — announced it entered into a definitive agreement to be acquired by an affiliate of Platinum Equity in an all-cash transaction valued at approximately $2.74 billion.
Platinum Equity is a global investment firm with more than $19 billion of assets under management and has a portfolio of about 40 operating companies that serve customers around the world. Platinum Equity Chairman & CEO Tom Gores is also known as the owner of the NBA’s Detroit Pistons.
As part of the agreement — which has been unanimously approved by the members of Cision Ltd.’s board of directors — an affiliate of Platinum Equity will acquire all of the outstanding ordinary shares of Cision Ltd. for $10.00 per share in cash. This is a 34% premium over Cision 60-day volume-weighted average price ended on October 21, 2019.
A special meeting of Cision shareholders will be held as soon as practicable after the filing of a definitive proxy statement with the U.S. Securities and Exchange Commission and subsequent mailing to its shareholders. And certain affiliates of GTCR, collectively holding approximately 34% of the outstanding shares of Cision entered into a voting agreement committing them to vote in favor of adopting the acquisition agreement.
“This transaction will provide shareholders with immediate and substantial cash value, while also providing us with a partner that shares in our commitment to customers and employees and can add strategic and operational value,” said Cision CEO Kevin Akeroyd. “Based on our extensive engagement with Platinum over the past several months, we are confident that Platinum’s support will enable Cision to execute on its strategy and next phase of growth.”
This proposed transaction is expected to close in the first quarter of 2020 and is subject to approval by Cision shareholders along with the satisfaction of customary closing conditions and antitrust regulatory approvals. Upon completion of the acquisition, Cision will become wholly owned by an affiliate of Platinum Equity.
“Cision has a long history of leadership providing software and services to public relations and marketing communications professionals and has developed a growing portfolio of earned media management offerings for the world’s leading brands. Platinum looks forward to nurturing Cision’s core business, supporting and anticipating the diverse needs of the company’s customers, and driving new opportunities for innovation. As a private company, Cision will be able to make strategic investments for sustainable and profitable growth, while remaining agile and focused on operational excellence. We are excited to partner with Cision’s management team as it embarks on this new chapter,” added Platinum Equity Partner Jacob Kotzubei.
Cision may consider alternative acquisition proposals from third parties during a “go-shop” period from the date of the agreement until November 12, 2019. And there is no guarantee that this process will result in a superior proposal. The agreement provides Platinum Equity with a customary right to match a superior proposal and termination fee if a superior proposal is accepted. Cision does not intend to disclose developments with respect to the solicitation process unless the company determines such disclosure is appropriate.
Equity financing is going to be provided by investment funds managed, advised, or sponsored by Platinum Equity. And Platinum Equity has secured committed debt financing for the transaction from Bank of America Merrill Lynch.
Rothschild & Co is serving as lead financial advisor to Cision and its Board of Directors. Centerview Partners LLC and Deutsche Bank Securities are also acting as financial advisors to Cision. Kirkland & Ellis LLP is acting as legal counsel to Cision and Gibson, Dunn & Crutcher LLP is acting as M&A legal counsel and Willkie Farr & Gallagher LLP is acting as financing legal counsel to Platinum Equity.
