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GI Partners to take GTY private

GI Partners has agreed to acquire GTY Technology Holdings Inc, a provider of cloud software solutions for the public sector, in a take-private deal.

GI Partners has agreed to acquire GTY Technology Holdings Inc, a provider of cloud software solutions for the public sector, in a take-private deal. According to terms of the deal, GTY shareholders will receive $6.30 in cash for each share of GTY common stock they own. When the deal closes, GTY will no longer trade publicly.

PRESS RELEASE

BOSTON, April 29, 2022 – GTY Technology Holdings Inc. (NASDAQ: GTYH) (“GTY” or the “Company”), a leading provider of cloud software solutions for the public sector, today announced it has entered into a definitive agreement to be acquired by GI Partners (“GI”), a leading private investment firm. Upon completion of the transaction, GTY will become a privately held company.

Under the terms of the agreement, GTY shareholders will receive upon consummation of the transaction $6.30 in cash for each share of GTY common stock that they hold. The purchase price provides substantial value to GTY’s existing shareholders and represents a 123% premium over the closing share price on April 28, 2022, the last full trading day prior to the transaction announcement, and a 57% premium over the 90-day volume-weighted average closing share price through April 28, 2022.

The investment by GI Partners will support GTY’s strong momentum in the public sector technology market as the Company increases investments in sales, marketing and technology innovation to accelerate growth.

“GI Partners has an excellent track record of supporting and adding value to leading software companies, and we are delighted to bring on a partner of GI Partners’ caliber,” said TJ Parass, CEO of GTY. “This transaction will provide immediate and substantial value to GTY shareholders. The Company will have greater flexibility to focus on executing our strategy, and we are excited to begin our long-term partnership with GI Partners.”

“We at GI believe GTY has developed outstanding products across its segments and a well-earned reputation for quality and innovation. We are impressed by the team’s commitment to solve some of governments’ most pressing problems,” said Travis Pearson, Managing Director and Co-Head of Private Equity at GI Partners.

Sendil Rajendran, Managing Director at GI Partners, added, “We see opportunities for GTY to continue to accelerate organic growth through a number of exciting initiatives where GI has deep experience. We look forward to working with management to continue innovating and delivering value to its customers.”

GTY’s Board of Directors has unanimously approved the transaction and recommends that GTY’s shareholders vote in favor of the transaction at the special meeting of GTY shareholders to be called in connection with the transaction. A special meeting of GTY’s shareholders will be held as soon as practicable following the filing of a definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC”) and subsequent mailing to GTY’s shareholders.

Terms GTY shareholders will receive $6.30 per share in cash upon the closing. The transaction is currently expected to close in the third quarter of 2022 following receipt of applicable regulatory approvals and the satisfaction of other customary closing conditions, including approval by GTY’s shareholders.

For further information regarding the terms and conditions of the definitive merger agreement, please see GTY’s Current Report on Form 8-K, which will be filed in connection with the transaction.

Advisors
Credit Suisse is acting as exclusive financial advisor to GTY and Davis Graham & Stubbs is serving as GTY’s legal advisor. Goldman Sachs & Co. LLC is acting as financial advisor to GI Partners and Ropes & Gray is serving as legal advisor to GI Partners.

About GTY Technology Holdings Inc.
GTY brings leading public sector technology companies together to achieve a new standard in stakeholder engagement and resource management. Through its six business units, GTY offers an intuitive cloud-based suite of solutions for state and local governments, education institutions, and healthcare organizations spanning functions in procurement, payments, grant management, budgeting, and permitting: Bonfire provides strategic sourcing and procurement software to enable confident and compliant spending decisions; CityBase provides government payment solutions to connect constituents with utilities and government agencies; eCivis offers a grant management system to maximize grant revenues and track performance; OpenCounter provides user-friendly software to guide applicants through complex permitting and licensing procedures; Questica offers budget preparation and management software to deliver on financial and non-financial strategic objectives; Sherpa provides public-sector budgeting software and consulting services.

About GI Partners
Founded in 2001, GI Partners is a private investment firm with over 125 employees and offices in San Francisco, New York, Chicago, Greenwich, and Scottsdale. The firm has raised over $32 billion in capital from leading institutional investors around the world to invest in private equity, real estate, and data infrastructure strategies. The private equity team invests primarily in companies in the healthcare, IT infrastructure, services, and software sectors. The real estate team focuses primarily on technology and life sciences properties as well as other specialized real estate sectors and strategies. The data infrastructure team invests primarily in hard asset infrastructure businesses underpinning the digital economy. For more information, please visit www.gipartners.com.