Solera Agrees To Be Acquired By Vista Equity For About $6.5 Bln, Incl. Debt

(RTTNews) - Solera Holdings Inc. (SLH), a provider of software to the automotive and property marketplace, said Sunday that it has entered into a definitive merger agreement by which an affiliate of Vista Equity Partners will acquire Solera in a transaction valued at about $6.5 billion, including the existing net debt of Solera.

Other key investors include an affiliate of Koch Equity Development LLC, the investment and acquisition subsidiary of Koch Industries, Inc., and an affiliate of Goldman, Sachs & Co.

Solera's board of directors approved the Merger Agreement and the Merger, and recommended that Solera stockholders vote their shares in favor of the Merger.

As per the Merger Agreement, Vista will acquire 100% of the outstanding shares of Solera common stock for $55.85 per share in cash in the Merger. The purchase price represents an unaffected premium of 53% over Solera's closing share price of $36.39 on August 3, 2015.

The closing of the Merger is conditioned upon customary closing conditions, including the approval of Solera stockholders and required regulatory approvals. The Merger is expected to close no later than the first calendar quarter of 2016.

The Merger will be financed through a combination of common and preferred equity contributions by investment funds affiliated with Vista, Koch Equity Development, and an affiliate of Goldman, Sachs & Co., and existing debt financing as well as new debt financing that has been committed to by Goldman Sachs Bank USA and Goldman Sachs Lending Partners LLC. The Merger is not subject to any financing condition.