LLR Partners has increased its acquisition offer for I-many (Nasdaq: IMNY), an Edison, N.J.-based provider of enterprise contract management software and services. Under terms of the agreement, I-many stockholders would now receive $0.49 per share in cash, compared to an original offer of $0.43 per share. The total transaction price would be $47.3 million (or $26.6 million net of I-many’s debt and transaction-related expenses).
LLR Partners, one of the Mid-Atlantic’s largest private equity investment firms, with more than $1.4 billion under management, and I-many, Inc. (PINKSHEETS: IMNY), a leading provider of contract management software and services for the enterprise, announced today that they have amended their definitive merger agreement to increase the purchase price to approximately $0.49 per share in cash, an increase of an estimated $0.06 per share, or approximately 14%, from the transaction announced on April 29, 2009.
The transaction is valued at $47.3 million, including amounts required to be applied to the repayment of I-many’s Senior Convertible Notes and to other transaction-related payments, or approximately $26.6 million net of such amounts, as set forth in the amended merger agreement. The merger consideration is no longer subject to the cash balances of I-many as of the Effective Time. In addition, pursuant to the amendment to the merger agreement, the amount of LLR Partners’ expenses that I-many would be required to reimburse if the merger agreement is terminated under certain circumstances has been increased from $500,000 to $665,000. The termination fee payable by I-many remains unchanged.
The parties agreed to the increased purchase price in response to an unsolicited proposal from another bidder, which I-many’s board of directors evaluated as permitted by the terms of the merger agreement between I-many and LLR Partners. As a result of the amended terms, I-many’s board of directors determined that the third party bidder’s proposal was not a superior proposal.
The amendment to the merger agreement has been approved by LLR Partners and unanimously by I-many’s board of directors. The guarantee previously delivered by LLR Partners in connection with the merger agreement remains in place, without any changes to its form. The transaction remains subject to customary closing conditions, including the approval of I-many’s stockholders. It is expected to close later this month.
About LLR Partners
LLR Partners, a leading private equity firm based in Philadelphia, PA, provides capital to middle market growth companies with proven business models in a broad range of industries including healthcare, financial and business services, information technology and education. With over $1.4 billion under management, LLR is flexible in its approach, taking minority or majority positions, and investing in transactions ranging from expansion and growth capital to recapitalizations and buyouts. For more information on LLR, please visit www.llrpartners.com.
I-many is a leading provider of contract management software and services for the enterprise. With hundreds of customers across 21 industries worldwide, I-many is enabling businesses to manage the entire contract life cycle, from pre-contract processes and contract management to active compliance, contract optimization, demand channel visibility and control. The result is an end-to-end solution that provides greater levels of insight into contract performance, allowing companies to improve profitability and achieve a measurable return on investment. For more information, please visit www.imany.com.