Infor (US), Inc. completed the acquisition of Infor practice from Ciber, Inc..
March 30, 2017
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Infor (US), Inc. entered into asset purchase agreement to acquire Infor practice from Ciber, Inc. (NYSE:CBR) for $15 million on March 20, 2017. As aggregate consideration for the acquired assets, Infor will assume certain liabilities and will pay to Ciber, an amount equal to $15.0 million at the closing of the transaction. The asset purchase agreement may be terminated under certain circumstances including the parties’ mutual agreement or the failure of the closing to occur by or on March 24, 2017, or the failure of the parties to obtain or receive any required consents from regulatory authorities and/or government-sponsored entities.
In connection with the closing of the transactions, Infor expects to hire a substantial majority of the Ciber’s employees. Employees from Ciber's Infor Practice will transfer to Infor when the transaction closes. The agreement also contemplates the entry by the parties into a transition services agreement as of the closing of the transaction, pursuant to which Ciber will provide certain support services to Infor to facilitate its operation of the acquired assets.
The transaction is subject to certain closing conditions including at least 90% of all specified business employees, and 100% of certain identified key business employees, accepting offers of employment with Infor, required governmental consents, Ciber shall have closed or shall close simultaneously with the closing, the refinancing of Ciber’s indebtedness pursuant to a financing transaction. The transaction is expected to be completed by March 24, 2017. As of March 31, 2017, with the closing of the transaction, Infor (US), Inc. waived the condition for the refinancing of the Ciber, Inc.’s indebtedness.
Thomas P. Dwyer of Pepper Hamilton LLP acted as the legal advisor to Infor (US), Inc. and Erik G. Knudsen, Joshua Andrew Clark, Kelsey Anne Green, Brett H. Miller, Dennis L. Jenkins, Scott Lesmes, Rose A. Zukin, David Strong, Joseph G. Tucci, Rufus Pichler, Nikita A. Tuckett, Ali U. Nardali, Lloyd W. Aubry, Jr., and Nicole M. Elemen of Morrison & Foerster LLP acted as the legal advisor to Ciber, Inc. Houlihan Lokey, Inc. (NYSE:HLI) acted as financial advisor for CMTSU Liquidation, Inc. (OTCPK:CBRI). Houlihan Lokey, Inc. (NYSE:HLI) acted as financial advisor for Ciber inc, Infor Practice.
Infor (US), Inc. completed the acquisition of Infor practice from Ciber, Inc. (NYSE:CBR) on March 31, 2017.
CMTSU Liquidation, Inc., formerly Ciber, Inc., is a global information technology (IT) services company. The Company operates in two segments: North America and International. Its Ciber International segment primarily consists of countries in Western Europe and the Nordic region. Its North America segment is organized into service offerings, which include Independent Software Vendor Relationships (ISV)/Channel Partner Platforms, Managed Services, Business Consulting, Application Development and Management/Staffing, and Software-as-a-Service. It provides project management, application and technical consulting, and database administration for both implementation projects and managed-services engagements. It also provides a solution, Ciber Compliance Suite, which helps SAP customers monitor the usage of their SAP systems. Its business consulting offering helps clients manage their business by offering expertise in IT strategy, enterprise architecture and vertical business processes.