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Traffic Visibility Solutions Provider Gigamon Agrees to USD 1.6bn Elliott Management Buyout
Friday 27 October 2017

27 October 2017 - US-based traffic visibility solutions provider Gigamon Inc. (NYSE: GIMO) and US-based private investment firm Elliott Management have entered into a definitive agreement under which Elliott will acquire Gigamon for USD 38.50 per share in cash, for a total value of approximately USD 1.6bn, Gigamon said.

Upon completion of the transaction, Gigamon will become a privately held company. Elliott's investment is being led by its private equity affiliate, Evergreen Coast Capital.

Under the terms of the agreement, Gigamon shareholders will receive USD 38.50 in cash for each share of Gigamon common stock held.

The purchase price represents a premium of approximately 21% to the company's unaffected closing price on April 28, 2017, the day following the company's release of its first quarter 2017 financial results and the date on which Elliot became required to file a Schedule 13D with respect to its ownership interest in Gigamon.

The agreement was unanimously approved by the Gigamon board of directors.

The transaction is expected to close in 1Q18, subject to customary closing conditions, including regulatory approvals and the affirmative vote of a majority of the votes cast by the holders of outstanding shares of Gigamon stock, which will be sought at a special meeting of shareholders to be scheduled.

Elliott Management and its affiliates currently hold a 7.0% equity voting stake in the company and have agreed to vote their shares in favor of the transaction.

Gigamon provides active visibility into physical and virtual network traffic.

The Gigamon Visibility Platform and GigaSecure, the industry's first Security Delivery Platform, deliver advanced intelligence so that security, network, and application performance management solutions in enterprise, government, and service provider networks operate more efficiently and effectively.

Elliott Management manages two multi-strategy investment funds which combined have approximately USD 34bn of assets under management.

Its flagship fund, Elliott Associates, L.P., was founded in 1977, making it one of the oldest funds of its kind under continuous management.

Goldman Sachs and Co. LLC is acting as financial advisor to Gigamon and Wilson Sonsini Goodrich and Rosati, Professional Corp., is acting as legal advisor.

Jefferies Finance LLC is providing financing for Elliott. Jefferies LLC is acting as financial advisor to Elliott and Gibson, Dunn and Crutcher is acting as legal advisor. Bank of America Merrill Lynch is acting as structuring agent and Macquarie Capital LLC is acting as financial advisor to Evergreen.
Date Published: 27/10/2017
Target: Gigamon Inc
Country: USA
Deal Size: 1.6bn (USD)
Sector: Road Transport/Freight Transport
Type: LBO
Financing: Cash
Status: Agreed
Buyer: Elliott Management
Buyer Advisor: Jefferies LLC , Gibson, Dunn and Crutcher , Bank of America Merrill Lynch , Macquarie Capital