Apax
Global Alpha
Thoughtworks to be taken private by Apax Funds
Thoughtworks, a portfolio
company in the Apax IX Fund ("Apax
IX"), in which Apax Global Alpha Limited ("AGA") is a limited
partner, has announced that it has entered into a definitive
agreement to be taken private by Apax Funds for $4.40 per share,
which implies a total enterprise value of $1.75bn for
Thoughtworks.
At the purchase price, the
transaction represents an uplift of c.55% to AGA's last Unaffected
Valuation1 and an uplift of c.€9m (c.€0.02 per share) in
the Adjusted Net Asset Value ("Adjusted NAV") of AGA at 30 June
2024.
Note that these figures relate to
AGA's look-through position of Apax IX's overall investment in
Thoughtworks and are stated before taking into account any closing
adjustments, fees, costs, and carried interest, and are translated
based on the latest exchange rates available where
applicable2. The transaction is expected to
close in Q4 2024, subject to customary closing
conditions.
Thoughtworks is a global technology
consultancy that integrates strategy, design, and engineering to
drive digital innovation. Founded in 1993, Thoughtworks helps
clients solve complex business problems with technology as the
differentiator.
Apax IX acquired a majority stake in
Thoughtworks in 2017, building on the Apax
team's expertise in digital transformation and tech-enabled
services. In September 2021, Apax IX
partially exited Thoughtworks via an IPO, having increased EBITDA
fivefold and more than doubled the Company's EBITDA margin between
its initial investment and IPO.
AGA, whose shares are listed on the
London Stock Exchange, provides investors with access to a
diversified portfolio of private equity funds advised by Apax
Partners as well as a smaller portfolio of primarily debt
investments. In 2016, AGA made a commitment of c.$350m3
to Apax IX.
A further update on the transaction
will be provided in due course. AGA will report H1 2024 results on
5 September.
END
Contact details
Investor Relations - AGA
Katarina Sallerfors
T: +44 7436908492
E:
katarina.sallerfors@apax.com
Footnotes
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1.
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Unaffected Valuation is determined
as the fair value in the last quarter before exit, when valuation
is not affected by the exit process (i.e. because an exit was
signed, or an exit was sufficiently close to being signed that the
Apax Funds incorporated the expected exit multiple into the quarter
end valuation)
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2.
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Based on Bloomberg closing EUR/USD
FX rate on 2 August 2024 of $1.0911
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3.
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AGA's commitment in Apax IX of
€154.5m in Apax IX euro tranche and $175.0m in Apax IX USD
tranche.
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Notes
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1.
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Note that references in this
announcement to Apax Global Alpha Limited have been abbreviated to
"AGA" or "the Company". References to Apax Partners LLP have been
abbreviated to "Apax" or "the Investment Adviser"
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2.
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Please be advised that this
announcement may contain inside information as stipulated under the
Market Abuse Regulations (EU) NO. 596/2014 ("MAR")
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3.
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This announcement is not for
release, publication or distribution, directly or indirectly, in
whole or in part, into or within the United States or to "US
persons" (as defined in Regulation S under the United States
Securities Act of 1933, as amended (the "Securities Act")) or into
or within Australia, Canada, South Africa or Japan. Recipients of
this announcement in jurisdictions outside the UK should inform
themselves about and observe any applicable legal requirements in
their jurisdictions. In particular, the distribution of the
announcement may be restricted by law in certain
jurisdictions
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4.
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The information presented herein is
not an offer for sale within the United States of any equity shares
or other securities of Apax Global Alpha Limited ("AGA"). AGA has
not been and will not be registered under the US Investment Company
Act of 1940, as amended (the "Investment Company Act"). In
addition, AGA's shares (the "Shares") have not been and will not be
registered under the Securities Act or any other applicable law of
the United States. Consequently, the Shares may not be offered or
sold or otherwise transferred within the United States, or to, or
for the account or benefit of, US Persons, except pursuant to an
exemption from the registration requirements of the Securities Act
and under circumstances which will not require AGA to register
under the Investment Company Act. No public offering of the Shares
is being made in the United States
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5.
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This announcement may include
forward-looking statements. The words "expect", "anticipate",
"intends", "plan", "estimate", "aim", "forecast", "project" and
similar expressions (or their negative) identify certain of these
forward-looking statements. These forward-looking statements are
statements regarding AGA's intentions, beliefs or current
expectations concerning, among other things, AGA's results of
operations, financial condition, liquidity, prospects, growth and
strategies. The forward-looking statements in this presentation are
based on numerous assumptions regarding AGA's present and future
business strategies and the environment in which AGA will operate
in the future. Forward-looking statements involve inherent known
and unknown risks, uncertainties and contingencies because they
relate to events and depend on circumstances that may or may not
occur in the future and may cause the actual results, performance
or achievements of AGA to be materially different from those
expressed or implied by such forward looking statements. Many of
these risks and uncertainties relate to factors that are beyond
AGA's ability to control or estimate precisely, such as future
market conditions, currency fluctuations, the behaviour of other
market participants, the actions of regulators and other factors
such as AGA's ability to continue to obtain financing to meet its
liquidity needs, changes in the political, social and regulatory
framework in which AGA operates or in economic or technological
trends or conditions. Past performance should not be taken as an
indication or guarantee of future results, and no representation or
warranty, express or implied, is made regarding future performance.
AGA expressly disclaims any obligation or undertaking to release
any updates or revisions to these forward-looking statements to
reflect any change in AGA's expectations with regard thereto or any
change in events, conditions or circumstances on which any
statement is based after the date of this announcement, or to
update or to keep current any other information contained in this
announcement. Accordingly, undue reliance should not be placed on
the forward-looking statements, which speak only as of the date of
this announcement.
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About Apax Global Alpha Limited
AGA is a Guernsey registered
closed-ended investment Company listed on the London Stock
Exchange. It is regulated by the Guernsey Financial Services
Commission.
AGA's objective is to provide
shareholders with capital appreciation from its investment
portfolio and regular dividends. The Company is targeting an
annualised Total Return, across economic cycles, of 12-15% (net of
fees and expenses).
The Company makes Private Equity
investments in Apax Funds, and has a portfolio of primarily Debt
Investments, derived from the insights gained via Apax's Private
Equity activities.
Further information regarding the
Company and its publications are available on the Company's website
at www.apaxglobalalpha.com.
About Apax
Apax Partners LLP ("Apax") is a
leading global private equity advisory firm. For over 50 years,
Apax has worked to inspire growth and ideas that transform
businesses. The firm has raised and advised funds with aggregate
commitments of close to $80 billion. The Apax Funds invest in
companies across four global sectors of Tech, Services, Healthcare
and Internet/Consumer. These funds provide long-term equity
financing to build and strengthen world-class companies. For
further information about Apax, please
visit www.apax.com.
Apax is authorised and regulated by
the Financial Conduct Authority in the UK