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K1 Investment Management, LLC Provides Update on Possible Offer for MariaDB PLC
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
THIS IS AN ANNOUNCEMENT UNDER RULE 2.4 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2022 (THE “TAKEOVER RULES”) AND IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE TAKEOVER RULES. THERE CAN BE NO CERTAINTY THAT ANY OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY SUCH OFFER WILL BE MADE.
K1 Investment Management, LLC (“K1”) Provides Update on Possible Offer for MariaDB PLC (“MariaDB”/the “Company”)
Firm Urges MariaDB’s Board to Honor Fiduciary Responsibility to Shareholders and Support Stability of Business by Thoroughly Considering Possible Offer
LOS ANGELES, March 14, 2024 /PRNewswire/ — K1 today provided an update on its non-binding proposal to acquire, together with K1’s investment affiliates, all of the issued, and to be issued, share capital of MariaDB (the “Possible Offer“).
K1 said, “As one of the leading global investors in enterprise software providers, we remain interested in acquiring MariaDB because we believe the company’s database software and solutions deliver a meaningful value proposition to firms across industry sectors, and around the world. We continue to believe our Possible Offer, as announced on Feb. 16, 2024, is in the best interests of all stakeholders, including shareholders, lenders, employees and customers.”
“In fact, our Possible Offer is more attractive to stakeholders in the face of a mounting financial crisis at the Company precipitated by the Company’s lender. We have provided a clear way to create value and help MariaDB reach its full potential, and we intend to continue to pursue a transaction that accomplishes just that.”
“We urge MariaDB’s Board to honor its fiduciary responsibility to the Company and its stakeholders while supporting the stability of MariaDB’s business by moving forward with our Possible Offer. K1 will continue to be fully available and responsive to MariaDB’s Board, to enable a successful path forward to be agreed.”
About K1
K1 is a global investment firm that builds category-leading enterprise software companies and has over $13 billion of assets under management. K1 partners with strong management teams of high-growth technology businesses to help them achieve successful outcomes. With over 125 professionals, K1 and its operating affiliate, K1 Operations LLC, change industry landscapes with operationally focused growth strategies designed to rapidly scale portfolio companies. Since the inception of the firm, K1 has partnered with over 200 enterprise software companies including industry leaders such as Axcient, Checkmarx, Emburse, Elmo, Granicus, Litera Microsystems, Onit, Reveal-Brainspace, simPRO, Smarsh, and XTM International.
Responsibility Statement
The K1 Responsible Persons (being the investment committee of K1) accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the K1 Responsible Persons (who have taken all reasonable care to ensure that such is the case) the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
Important Notice Relating to Financial Adviser
Lazard Frères & Co. LLC, together with its affiliate Lazard & Co., Limited (which is authorised and regulated in the United Kingdom by the Financial Conduct Authority) (“Lazard“), is acting exclusively as financial adviser to K1 and no one else in connection with the Possible Offer and will not be responsible to anyone other than K1 for providing the protections afforded to clients of Lazard nor for providing advice in relation to the Possible Offer or any other matters referred to in this announcement. Neither Lazard nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Lazard in connection with this announcement, any statement contained herein or otherwise.
Further Information; No Offer or Solicitation
This announcement does not constitute an offer to sell or invitation to purchase any securities, or the solicitation of any vote or approval in any jurisdiction pursuant to the Possible Offer or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. In particular, this announcement is not an offer of securities for sale into the United States. No offer of securities shall be made in the United States absent registration under the Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements. The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed should inform themselves about and observe such restrictions.
Disclosure Requirements under the Irish Takeover Rules
Under Rule 8.3(a) of the Irish Takeover Rules, any person who is ‘interested’ in 1% or more of any class of ‘relevant securities’ of MariaDB or a securities exchange offeror (being any offeror other than an offeror which has announced that its offer is, or is likely to be, solely in cash) must make an ‘opening position disclosure’ following the commencement of the ‘offer period’ and, if later, following the announcement in which any securities exchange offeror is first identified. An ‘opening position disclosure’ must contain, among other things, details of the person’s ‘interests’ and ‘short positions’ in any ‘relevant securities’ of each of (i) MariaDB and (ii) any securities exchange offeror(s).
An ‘opening position disclosure’ by a person to whom Rule 8.3(a) applies must be made by no later than 3:30 pm (Irish time) on the day that is ten ‘business days’ following the commencement of the ‘offer period’ and, if appropriate, by no later than 3:30 pm (Irish time) on the day that is ten ‘business days’ following the announcement in which any securities exchange offeror is first identified.
Under Rule 8.3(b) of the Irish Takeover Rules, if any person is, or becomes, ‘interested’ (directly or indirectly) in 1% or more of any class of ‘relevant securities’ of MariaDB, all ‘dealings’ in any ‘relevant securities’ of MariaDB or any securities exchange offeror (including by means of an option in respect of, or a derivative referenced to, any such ‘relevant securities’) must be publicly disclosed by not later than 3:30 pm (Irish time) on the ‘business day’ following the date of the relevant transaction. This requirement will continue until the ‘offer period’ ends. If two or more persons cooperate on the basis of any agreement either express or tacit, either oral or written, to acquire an ‘interest’ in ‘relevant securities’ of MariaDB, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. A disclosure table, giving details of the companies in whose ‘relevant securities’ ‘dealings’ should be disclosed can be found on the Irish Takeover Panel’s website at www.irishtakeoverpanel.ie.
If two or more persons co-operate on the basis of an agreement or understanding, whether express or tacit, either oral or written, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1 and 8.2 of the Irish Takeover Rules).
In general, interests in securities arise when a person has long economic exposure, whether conditional or absolute, to changes in the price of the securities. In particular, a person will be treated as having an ‘interest’ by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Irish Takeover Rules, which can be found on the Irish Takeover Panel’s website.
Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel’s website at www.irishtakeoverpanel.ie, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. If you are in any doubt as to whether or not you are required to disclose a ‘dealing’ under Rule 8, please consult the Irish Takeover Panel’s website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel at telephone number +353 1 678 9020.
Publication on Website
In accordance with Rule 26.1 of the Irish Takeover Rules, a copy of this announcement will be available on K1’s website: https://k1.com/meridian-update promptly and in any event by no later than 12 noon on the business day following this announcement. The content of this website is not incorporated into and does not form part of this announcement.
Investor Contact
Lazard (Financial Advisor to K1)
Adrian Duchini, Keiran Wilson, Charles White
+44 20 7187 2000
Media Contact
Haven Tower Group
Donald Cutler, Brandon Blackwell
+1 424 317 4864 or +1 424 317 4868
[email protected] or [email protected]
View original content:https://www.prnewswire.co.uk/news-releases/k1-investment-management-llc-provides-update-on-possible-offer-for-mariadb-plc-302088763.html
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Ethara: EMIRATI SISTERS AMNA AND HAMDA AL QUBAISI RETURN TO YAS MARINA CIRCUIT FOR F1 ACADEMY SEASON FINALE
The single-seater all-female championship series, Formula 1 Academy, wraps up an exciting season of racing at Yas Marina Circuit, supporting the Formula 1 season finale from 5-8 December
Ambassadors of Abu-Dhabi based team, Yas Heat Racing, Hamda and Amna will race at home with Red Bull Racing and Visa Cash App RB – capping off their second season in the championship
ABU DHABI, UAE, Dec. 6, 2024 /PRNewswire/ — In their second season competing in F1 Academy, the prestigious single-seater support series, Hamda and Amna Al Qubaisi have taken their racing careers to new heights. From 6-8 December, the two young Emirati drivers return to Yas Marina Circuit, where they first developed and honed their skills, to conclude an exhilarating season of on-track action.
Having cultivated their passion for racing in Abu Dhabi, the sisters flourished into competitive athletes under the Yas Heat Academy umbrella, the capital’s premier racing development programme. Now competing for two of the championship’s most competitive teams and serving as ambassadors for Yas Heat Racing, Amna and Hamda Al Qubaisi continue to embody the nation’s vision of nurturing young talent at the grassroots level.
Hamda Al Qubaisi was signed by Red Bull Racing for the team’s debut season in F1 Academy. The 22-year-old has delivered standout performances throughout the campaign, culminating in a strong showing at the penultimate race of the 2024 season in Doha last weekend going into the last round in 6th place.
Meanwhile, Amna Al Qubaisi is driving for Visa Cash App Racing in the championship. The 24-year-old Emirati trailblazer has impressed fans and competitors alike, consistently showcasing her skill and determination on the track.
Looking ahead to their return to Yas Marina Circuit, Amna Al Qubaisi shared her excitement:
“I’ve been racing for 10 years now, I started in karting here at Yas Marina circuit, and I slowly developed from karting nationally, moving up to juniors, then seniors, and the next step was Formula 4. Being a Yas Heat ambassador has been great. Yas Heat has helped me develop my skills. They have taught me, coached me, provided me with the the appropriate insights. It is a program that is going to help young racers in karting move up the ladder.”
Red Bull Racing driver Hamda Al Qubaisi added: “Racing at Yas Marina Circuit is both nostalgic and empowering for us as Emirati women. Representing the UAE and Yas Heat Racing on a global stage has been an incredible opportunity, and we look forward to finishing the season on a high note by giving all we can for our teams, surrounded by friends and family.”
Formula 1 Academy joins a packed racing programme at Yas Marina Circuit during the 2024 Abu Dhabi Grand Prix weekend, which also features the FIA Formula 2 season finale and the FIA Formula 4 Middle East Trophy Round. Offering non-stop entertainment, the Abu Dhabi GP weekend kicks off on Thursday, 4 December, promising an unforgettable four-day celebration on Yas Island.
For more information, please visit: https://www.yasmarinacircuit.com/en/motorsports/yas-heat-racing
Photo: https://mma.prnewswire.com/media/2575428/Ethara_Amna_Qubaisi.jpg
Photo: https://mma.prnewswire.com/media/2575429/Ethara_Hamda_Qubaisi.jpg
View original content:https://www.prnewswire.co.uk/news-releases/ethara-emirati-sisters-amna-and-hamda-al-qubaisi-return-to-yas-marina-circuit-for-f1-academy-season-finale-302325112.html
ZUG, Switzerland, Dec. 6, 2024 /PRNewswire/ — The Hashgraph Association (THA), a Swiss innovation leader at the forefront of empowering a digital future for all, has committed $1.5 million to the Global Centre for Sustainable Digital Finance as a founding member. This collaboration aims to drive and fund groundbreaking research and innovation at the intersection of sustainability and digital finance.
The Global Centre for Sustainable Digital Finance, which brings together academic experts from Stanford University, the University of Zurich (UZH), and the Korea Advanced Institute of Science & Technology (KAIST) in South Korea, focuses on developing and accelerating research in sustainable digital finance with impact and training students and practitioners to foster innovation on a global scale. With THA’s committed funding, the Centre will expand its efforts to address global challenges in banking, ESG, financial inclusion, and climate finance.
The Hashgraph Association’s involvement extends beyond just funding. The organization will collaborate with the Centre to conceptualize and implement projects leveraging its cutting-edge Hedera DLT platform. Additionally, THA will equip 360 students annually with skills in mastering DLT using the Hedera Hashgraph platform, with over 2,160 students to be trained over the duration of the partnership, which is 6 years. It will also train 10 trainers equivalent to 60 trainers over this period. Participants will receive Hedera certifications in the form of NFTs (Non-Fungible Tokens), adding a digital-first dimension to credentialing.
Kamal Youssefi, President of The Hashgraph Association, stated, “At The Hashgraph Association, we are proud to continue supporting organizations that deliver environmentally sustainable finance solutions in an innovative and compliant way. A recent environmental impact study by University College London (UCL) comparing different distributed ledger networks proved that Hedera is the world’s most sustainable network. The Global Center for Sustainable Digital Finance fits perfectly into our Hedera Enablement Program, furthering THA’s efforts to expand research and development in Web3 and support sustainable initiatives.”
A recent survey of 37 UNDP country offices revealed that sustainable digital finance is a priority for many nations, yet only 40% have a digital finance strategy. THA’s partnership with the Global Centre for Sustainable Digital Finance aims to fill this gap by bridging digital finance and sustainability through innovative, education, impactful research and implementation.
Thomas Puschmann, Founder and Executive Director of Global Center for Sustainable Digital Finance, states, “We are very pleased to be working with The Hashgraph Association. Sustainable digital finance has the potential to build inclusive, safe digital foundations, and technologies such as DLT, AI, and IoT, helping to increase transparency and reliability of information, especially in the climate financing domain. These foundations also aid in tackling corruption issues when funding SDG (Sustainable Development Goals) projects.”
The Hashgraph Association launched a $50 million Sustainability Venture Studio for enterprises earlier this year and has also partnered with Deloitte to enhance the verification of corporate ESG impact, reporting, and sustainability claims, leveraging the Hedera Guardian as the trusted balance sheet of the earth. Collaborating with Deloitte NL Risk Advisory B.V. in the Netherlands, this partnership focuses on enabling corporations to measure, track, report, and tokenize evidence-based ESG impact and sustainability claims on Hedera and ensuring a carbon-neutral future.
Kamal Youssefi, President of The Hashgraph Association is available for an interview upon request
About Global Center for Sustainable Finance
The financial system is currently being transformed by digitization and sustainability. However, existing knowledge on the topic of Sustainable Digital Finance, which bridges both areas, is still rare and a more comprehensive understanding of the domain is a missing component. The Global Center for Sustainable Digital Finance focuses on this domain and aims to develop innovative approaches (research), accelerate those approaches (impact), and train students and practitioners to foster innovation on a global scale (education).
About The Hashgraph Association
The Hashgraph Association is at the forefront of the digital enablement and empowerment of organizations through the broad adoption of Hedera-powered enterprise-grade solutions and decentralized applications, which includes supporting and funding of training, innovation, and venture-building programs globally. As a non-profit organization headquartered in Switzerland, The Hashgraph Association provides funding for innovation, research, and development that enables economic inclusion and a digital future for all, with a positive environmental, social, and governance (ESG) impact.
Photo – https://mma.prnewswire.com/media/2573640/THA_sustainable_digital_finance.jpg
For Media Enquiries:
Dustin Rotenberg, Chief Marketing Officer
[email protected]
View original content:https://www.prnewswire.co.uk/news-releases/the-hashgraph-association-pledges-1-5m-to-global-centre-for-sustainable-digital-finance-302325106.html
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Thomson Reuters named a Leader in 2024 IDC MarketScape for Worldwide SaaS and Cloud-enabled Sales and Use Tax Automation Software for Enterprise
TORONTO, Dec. 6, 2024 /PRNewswire/ — Thomson Reuters (NYSE/TSX: TRI), a global content and technology company, today announced that it has been positioned as a Leader in two IDC MarketScape reports – IDC MarketScape: Worldwide SaaS and Cloud-Enabled SaaS Sales and Use Tax Automation Software for Enterprise 2024 Vendor Assessment (doc #US52035324, December 2024), and IDC MarketScape: Worldwide Value-Added Tax Management Applications 2024 Vendor Assessment (doc #US52732824, December 2024).
“In today’s rapidly evolving global marketplace, tax compliance has become increasingly complex for multinational corporations. At Thomson Reuters, we’re committed to empowering our customers with cutting-edge technology that not only ensures compliance but also enhances their competitive edge,” said Ray Grove, head of Corporate Tax and Trade at Thomson Reuters.
“We believe our recognition as a Leader in both the enterprise SUT and VAT markets in this IDC MarketScape underscores our unwavering dedication to our customers’ success. Through our trusted ONESOURCE solutions, serving over 205 countries and territories, we continue to push the boundaries of innovation. Our vision is to create a seamlessly connected suite of global indirect tax calculation, reporting, and e-invoicing capabilities, providing best-in-class technology to enable our customers to navigate the complexities of tax compliance with confidence and agility.”
“Businesses of all sizes are grappling with an increasingly complex tax landscape, and they are turning to technology vendors for sophisticated tax automation solutions that seamlessly integrate, ensure compliance, and boost operational efficiency,” said Kevin Permenter, research manager at IDC. “Thomson Reuters has consistently demonstrated its commitment to innovation and customer success in the SaaS and cloud-enabled Value-Added Tax automation software market. Their ONESOURCE platform stands out for its comprehensive global coverage, robust integration capabilities, and advanced features powered by edge computing and AI. They are positioned well to address the evolving needs of businesses facing intricate tax compliance challenges across multiple jurisdictions.”
Pagero, part of Thomson Reuters, was also recently named a Leader in the IDC MarketScape: European Compliant e-Invoicing 2024 Vendor Assessment (doc #EUR151806424, September 2024). As a key part of Thomson Reuters e-invoicing offering, ONESOURCE Pagero supports businesses to accelerate growth with trusted, automated e-invoicing software that streamlines global compliance processes to unlock valuable business insights.
Thomson Reuters ONESOURCE offers comprehensive tax compliance solutions, including automated tax return preparation and filing for Sales and Use Tax and VAT. It integrates with major ERPs and provides tax determination and calculation for all transactions. ONESOURCE also features edge computing for faster, more controlled tax calculations. Recently, Thomson Reuters launched ONESOURCE with CoCounsel globally, integrating generative AI assistance. This enhanced solution combines a new AI Product Support skill with CoCounsel, Thomson Reuters professional-grade generative AI assistant that provides instant, natural-language answers drawn from Thomson Reuters trusted, proprietary content.
About IDC MarketScape
IDC MarketScape vendor assessment model is designed to provide an overview of the competitive fitness of technology and service suppliers in a given market. The research utilizes a rigorous scoring methodology based on both qualitative and quantitative criteria that results in a single graphical illustration of each supplier’s position within a given market. IDC MarketScape provides a clear framework in which the product and service offerings, capabilities and strategies, and current and future market success factors of technology suppliers can be meaningfully compared. The framework also provides technology buyers with a 360-degree assessment of the strengths and weaknesses of current and prospective suppliers.
Thomson Reuters
Thomson Reuters (NYSE / TSX: TRI) (“TR”) informs the way forward by bringing together the trusted content and technology that people and organizations need to make the right decisions. The company serves professionals across legal, tax, accounting, compliance, government, and media. Its products combine highly specialized software and insights to empower professionals with the data, intelligence, and solutions needed to make informed decisions, and to help institutions in their pursuit of justice, truth, and transparency. Reuters, part of Thomson Reuters, is a world leading provider of trusted journalism and news. For more information, visit tr.com.
Media contact
Kirsty Bennett
Director, Customer and Product PR
[email protected]
Logo – https://mma.prnewswire.com/media/2374577/Thomson_Reuters_Logo.jpg
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