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"Go-Shop" Period Expires in USD 5.4bn Apollo Acquisition of Tech Data
Tuesday 10 December 2019

10 December 2019 - A "go-shop" period has expired in US-based electronics distributor Tech Data's (NASDAQ: TECD) definitive agreement in which Tiger Midco, LLC, an affiliate of funds managed by affiliates of Apollo Global Management (NYSE: APO), will acquire all of the outstanding shares of Tech Data common stock, the company said.

Tech data is being purchased for USD 130/share in cash, or USD 4.77bn and around USD 5.4bn in total enterprise value. This deal was announced on 13 November.

the company and its advisors were permitted to actively solicit and negotiate alternative acquisition proposals from third parties during a limited "go-shop" period beginning on 12 Nov., the date of the merger agreement.

During the "go-shop" period, representatives of BofA Securities, Inc., financial advisor to the company, undertook a broad solicitation effort to contact parties that the company and BofA Securities believed might be interested in a possible alternative transaction.

Upon expiration of the go-shop period, pursuant to the merger agreement, Tech Data became subject to customary "no-shop" provisions that limit its and its representatives' ability to solicit alternative acquisition proposals from third parties or to provide confidential information to third parties, subject to customary "fiduciary out" provisions.

The transaction is not subject to a financing condition and is expected to close in the first half of calendar year 2020, subject to the satisfaction of customary closing conditions, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, foreign regulatory approvals and approval by the holders of a majority of the outstanding Tech Data shares.

Bank of America Securities is serving as financial advisor to Tech Data, and Cleary Gottlieb Steen and Hamilton LLP is acting as legal counsel.

Citi is serving as lead financial advisor to Apollo in connection with the transaction. J.P. Morgan and Wells Fargo are also serving as financial advisors to Apollo. Wachtell, Lipton, Rosen and Katz is acting as corporate counsel to Apollo, and Paul, Weiss, Rifkind, Wharton and Garrison LLP is acting as financing counsel to Apollo.
Transaction financing is being provided by Citi, J.P. Morgan, Wells Fargo, Barclays and RBC Capital Markets.
Details
Date Published: 10/12/2019
Target: Tech Data
Country: USA
Deal Size: 4.77bn (USD)
Sector: Electronics
Type: LBO
Financing: Cash
Status: Agreed
Vendor:
Buyer: Tiger Midco, LLC/Apollo
Buyer Advisor: Citi , J.P. Morgan , Wells Fargo , Wachtell, Lipton, Rosen and Katz , Paul, Weiss, Rifkind, Wharton and Garrison
Comment:
“go shop” period expires

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