Dechert LLP is advising Actua Corporation (“Actua” or “the Company”) in connection with its separate agreements to sell its three majority-owned businesses for an aggregate of US$549 million in cash.
The Company entered into a definitive agreement with CVC Growth Fund (“CVC”) under which CVC would acquire VelocityEHS, a leading EHS software company, and the Company’s interest in Bolt Solutions, Actua’s online insurance service platform, for an aggregate purchase price of US$328 million in cash, which is based on a total enterprise value of US$354 million, a portion of which will be used to pay the Company’s transaction costs. Consummation of the transaction is expected to occur by the end of 2017, subject to approval by Actua stockholders and other customary closing conditions.
The Company also entered into a definitive agreement with Envestnet, Inc. (“Envestnet”), under which Envestnet would acquire FolioDynamix, Actua’s web-based wealth management technology platform, for US$195 million in cash, subject to certain adjustments. The transaction with Envestnet is subject to a number of closing conditions but it is not contingent on stockholder approval. The sale of FolioDynamix is expected to close in the first quarter of 2018.
Actua expects to realize aggregate cash proceeds in the range of between approximately US$472 million and approximately US$502 million and does not currently expect to pay material federal taxes in connection with the transactions. Following consummation of the transactions, Actua intends to distribute substantially all of the net proceeds to Actua stockholders in one or more distributions, which is expected to occur during the first quarter of 2018.
The Dechert team advising Actua is led by corporate partners Henry Nassau and Stephen Leitzell and includes corporate associates Jonathan Stott, Allie Misner, Kenneth Winterbottom and Cynthia Bien; tax partner Edward Lemanowicz and tax associates Amanda Reed and Andy Lau; employee benefits partner David Jones and employee benefits associate Aryeh Zuber; labor and employment associate Jeffrey Rubin; environmental partner Abbi Cohen; antitrust/competition partner James Fishkin; and intellectual property special counsel Violetta Kokolus.
About Dechert
Dechert is a leading global law firm focused on sectors with the greatest complexities and highest regulatory demands. We deliver practical commercial insight and judgment to our clients' most important matters. Nothing stands in the way of giving clients the best of the firm's entrepreneurial energy and seamless collaboration in a way that is distinctively Dechert.
Related Professionals
