Calgary-based Blackline Safety has scheduled a shareholder meeting for June 15 as the company moves forward with a proposed acquisition by a Francisco Partners-controlled entity in a deal valued at up to $9.50 per share.
The connected safety technology company said shareholders will vote on a previously announced plan of arrangement under which Apollo Purchaser, Inc., a corporation controlled by Francisco Partners, would acquire all outstanding shares not already held by rollover investors.
Under the proposed arrangement, shareholders would receive $9.00 in cash per share plus a contingent value right tied to the company achieving a fiscal 2027 annual recurring revenue target. The additional payment could add up to $0.50 per share.
Blackline’s board unanimously recommended shareholders vote in favour of the deal, with interested directors abstaining.
The company said the offer represents a 27% premium to Blackline’s closing share price on April 7, the last trading day before the transaction was announced, and a 34% premium if the full contingent payment is achieved.
Several major shareholders and company insiders representing approximately 34% of outstanding shares have entered voting support agreements backing the transaction, according to the company.
Blackline said a strategic review process launched in January involved outreach to 17 strategic and financial parties before the company agreed to the Francisco Partners transaction.
The company also disclosed that certain rollover shareholders agreed to exchange their shares at an implied value below the headline offer price and contribute additional financing to help support the transaction structure.
The arrangement remains subject to shareholder approval, minority shareholder approval and court approval in Alberta. Shareholders have until June 11 to submit proxy votes ahead of the special meeting in Calgary.
