Symphony Technology Group, LLC entered into a definitive agreement to acquire Avid Technology, Inc. (NasdaqGS:AVID) for $1.2 billion on August 9, 2023. All-cash transaction values Avid at approximately $1.4 billion, inclusive of Avid?s net debt. Under the terms of the agreement, Avid stockholders will receive $27.05 in cash for each share of Avid common stock. The transaction will be financed through a combination of equity and debt financing and is not subject to a financing condition. Sixth Street Partners and Silver Point are providing committed debt financing in support of the transaction. Sixth Street Partners will make an equity investment of approximately $960.99 million to fund a portion of the financing and the lender parties committed to provide buyer with debt financing of $660 million senior secured credit facility consisting of a $600 million term loan facility and and a $60 million revolving credit facility to finance a portion of the transaction and for working capital purposes. Upon completion of the transaction, Avid will become a privately-held company, and its common stock will no longer be traded on Nasdaq. In case of termination of the transaction under certain circumstances, Avid will be required to pay to a termination fee of $39.8 million. Symphony Technology is required to pay to Avid a termination fee equal to $84.5 million.

The transaction is subject to Avid stockholder approval, regulatory approvals, the expiration or termination of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and other customary closing conditions. The transaction was unanimously approved by Avid?s Board of Directors. The transaction was also approved by Symphony Technology Board. The transaction was approved at the special meeting of stockholders of Avid Technology held on November 2, 2023. The transaction is expected to close during the fourth quarter of 2023. Goldman Sachs & Co. LLC is serving as financial advisor and fairness opinion provider to Avid, and Beth Berg and Daniel J. Belke of Sidley Austin LLP are serving as legal counsel. Rothschild & Co is serving as financial advisor to Symphony Technology, and Steve Camahort and Dana Kromm of Paul Hastings LLP are serving as legal counsel to Symphony Technology. Innisfree M&A Inc. is the proxy solicitation agent for Avid for a fee of approximately $25,000. Avid has agreed to pay Goldman Sachs a transaction fee of approximately $20 million which is contingent upon consummation of the merger.

Symphony Technology Group, LLC completed the acquisition of Avid Technology, Inc. (NasdaqGS:AVID) on November 7, 2023. As a result of the completion of this transaction, Avid common stock will cease trading prior to the opening of trading on November 7, 2023, and will no longer be listed on the Nasdaq Stock Market. Avid will operate as a privately-held company and remain headquartered in Burlington, Massachusetts