Global venture capital and private equity firm Insight Venture Partners, has agreed to acquire Diligent Corp. (NZX:DIL), a leading provider of secure online collaboration and document sharing solutions for $US 624 million ($NZ 941 million).
Diligent is a Software as a Service (SaaS) focused New Zealand company that enables board members of corporations, government organizations and not for profit groups share and collaborate information for board meetings.
Diligent stockholders will receive $US 4.90 ($NZ 7.391) in cash for each share of Diligent stock. The Diligent board of directors has unanimously approved the transaction and resolved to recommend that stockholders vote in favor of the agreement. The transaction represents a 31% premium over the closing share price of $NZ 5.64 ($US 3.741) on February 12, 2016.
Brian Stafford, CEO and president of diligent, and the current senior management team will continue to lead the business after the transaction closes.
“After a careful review of strategic alternatives, the Diligent board of directors determined that the terms offered by Insight represent a transaction that is in the best interest of stockholders,” said David Liptak, chairman of Diligent. “Diligent went public on the New Zealand Stock Exchange in December 2007 at $NZ 1.00 ($US 0.66). The $US 4.90 per share transaction we are proposing to shareholders represents the culmination of nine years of unrelenting effort by the Diligent team to build a world-class company that is the leader in its space.”
“We look forward to working with Brian and the rest of the talented team at Diligent to accelerate the Company’s progress in the large and growing communications and collaboration market” said Deven Parekh, Managing Director at Insight Venture Partners. “The company’s recent performance in accelerated quarterly bookings, new product launches and its recent acquisition of Thomson Reuters’ BoardLink business demonstrate strong momentum,” he added.
The transaction is subject to shareholder and regulatory approvals and other customary closing conditions. Insight has received fully committed debt financing in connection with the transaction, which is expected to close in the second quarter of 2016. Diligent will be a privately-held company upon closing.
Jefferies LLC is serving as financial advisor and Lowenstein Sandler LLP is serving as legal advisor to Diligent. Minter Ellison Rudd Watts is serving as New Zealand counsel to Diligent. Willkie Farr & Gallagher LLP is serving as legal advisor to Insight.
Diligent is a leading provider of secure corporate governance and collaboration solutions for boards and senior executives. Over 3,500 clients in more than 60 countries and on all seven continents rely on Diligent to provide secure, intuitive access to their most time-sensitive and confidential information, ultimately helping them make better decisions. The Diligent Boards (formerly Diligent Boardbooks) solution speeds and simplifies how board materials are produced, delivered and collaborated on via any device, removing the security concerns of doing this by courier, email and file sharing. Diligent is a publicly listed company (NZX: DIL) with nearly $US 100 million in annual recurring revenue, based on previously reported revenue retention rates. The company was formerly known as Diligent Board Member Services, Inc. and changed its name to Diligent Corporation in June 2015. Diligent Corporation was incorporated in 2007 and is headquartered in New York, New York.
Insight Venture Partners is a leading global venture capital and private equity firm investing in high-growth technology and software companies that are driving transformative change in their industries. Founded in 1995, Insight has raised more than $13 billion and invested in more than 250 companies worldwide. The company is headquartered in New York, New York.