By Lisa Kerner
Charlotte, N.C., April 13 - Entrust, Inc. agreed to be acquired by an affiliate of Thoma Bravo, LLC for $1.85 per share.
The transaction has a total equity value of $114 million, according to an Entrust news release.
Entrust said the per-share offer price is a premium of approximately 22.4% over its average closing share price during the 30 trading days ended April 9.
"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," Entrust chairman Michael McGrath said in the release.
The merger is not contingent on a financing, and equity and debt commitments have been received, said Entrust.
Entrust may solicit alternative proposals from third parties during the next 30 calendar days under the terms of the merger agreement.
Termination rights are provided for both companies under the agreement. Entrust would be required to pay a termination fee of $2.29 million or $4.58 million, depending on the timing and circumstances of the termination, according to a form 8-K filed with the Securities and Exchange Commission.
Barclays Capital is advising Entrust on the transaction.
Entrust's software and associated services let businesses and governments conduct transactions over wired and wireless networks, including the internet. The company is located in Addison, Texas.
Thoma Bravo is a private equity investment firm with offices in Chicago and San Francisco.
| Acquirer: | Thoma Bravo, LLC
|
| Target: | Entrust, Inc.
|
| Announcement date: | April 13
|
| Transaction total: | $114 million
|
| Price per share: | $1.85
|
| Termination fee: | $2.29 million or $4.58 million
|
| Expected closing: | Upon approvals
|
| Stock price of target: | Nasdaq: ENTU: $1.67 on April 9
|
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