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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
NEW YORK, Jan. 15, 2025 /PRNewswire/ — J.F. Lehman & Company (“JFLCO”), a leading middle-market private investment firm focused exclusively on the aerospace, defense, maritime, government and environmental sectors, is pleased to announce several promotions and team additions.
Promotions include Karina Perelmuter to Managing Director, Megan E. Kanefsky to Director, Bridget A. Harding to Vice President and Bailee D. Glass to Associate. “Our latest promotions highlight the exceptional contributions by these individuals as well as our established track record cultivating career progression,” said Louis N. Mintz, Partner. “Their dedication and impact across our own organization and our portfolio companies illustrates our commitment to excellence and fostering sustained success.”
The firm also recently welcomed several new investment professionals including Sandra Wong, Jack R. Chandler, Yosef W. Medhin, Jack R. Smith and Emily O. Strambi. JFLCO’s functional capabilities were augmented with the addition of Isabel R. Grabel and Jessica S. Godt in Investor Relations, Miguel Zhindon in Technology and Grace Xu in Finance & Accounting.
“We continue to attract outstanding new talent following the successful closing of our latest buyout fund,” said Glenn M. Shor, Partner. “These new team members further enhance the firm’s capacity and capabilities.”
Recent Promotions
Karina Perelmuter, Managing Director, Marketing & Investor Relations. Prior to joining the firm in 2019, Ms. Perelmuter served as a Vice President in Lazard’s Private Capital Advisory practice, a member of the Investor Relations team at Tiger Global and a Fund Accountant at Mount Kellett. She began her career in Assurance at Ernst & Young. Ms. Perelmuter graduated magna cum laude from American University, where she earned a B.S. in finance and accounting.
Megan E. Kanefsky, Director, Human Capital. Prior to joining the firm in 2021, Ms. Kanefsky spent 15 years in the Human Resources Group at Blackstone, where she focused on recruiting, benefits administration, performance evaluation and organizational development. Ms. Kanefsky earned a B.A. in psychology from the University of Maryland and an M.A. in industrial and organizational psychology from Baruch College.
Bridget A. Harding, Vice President. Prior to joining the firm in 2020, Ms. Harding began her career as an Investment Banking Analyst in Goldman Sachs’ Global Industrials Group. Ms. Harding graduated summa cum laude from Lehigh University, where she earned a B.S. in accounting and finance.
Bailee D. Glass, Associate. Prior to joining the firm in 2022, Ms. Glass began her career as an Alternative Investments Research Analyst in BlackRock’s hedge fund solutions group. Ms. Glass graduated from the University of Chicago, where she earned a B.A. in economics.
Investment Team Additions
Sandra Wong, Vice President, Credit. Prior to joining the firm, Ms. Wong served as Vice President on the U.S. Investment Team at Strategic Value Partners, where she focused on distressed and special situations opportunities. She began her career as an Investment Banking Analyst at Credit Suisse, where she later transitioned to the Private Equity Group. Ms. Wong earned a B.A. in business economics as well as a minor in accounting from UCLA and an M.B.A from the Wharton School at the University of Pennsylvania.
Jack R. Chandler, Associate. Prior to joining the firm, Mr. Chandler began his career as an Investment Banking Analyst at Grace Matthews. He graduated magna cum laude from the University of Notre Dame, where he earned a B.B.A. in finance and applied computational mathematics and statistics.
Yosef W. Medhin, Associate. Prior to joining the firm, Mr. Medhin was an Investment Banking Analyst in Citi’s Industrials Group and began his career as an Investment Banking Analyst at Deutsche Bank. He graduated from Washington and Lee University, where he earned a B.S. in business administration.
Jack R. Smith, Associate. Prior to joining the firm, Mr. Smith began his career at Morgan Stanley in the Private Equity Solutions group. He graduated summa cum laude from Drexel University, where he earned a B.S. in finance.
Emily O. Strambi, Analyst. Prior to joining the firm, Ms. Strambi began her career as an Equity Trading Analyst at the Royal Bank of Canada, where she covered the healthcare and consumer sectors. She graduated magna cum laude from the Wharton School at the University of Pennsylvania, where she earned a B.S. in economics with concentrations in finance and business analytics as well as a minor in legal studies and history.
Other Team Additions
Isabel R. Grabel, Marketing & Investor Relations. Prior to joining the firm as a Senior Associate, Ms. Grabel was a Senior Associate at Harvest Partners, where she focused on private equity investments in industrials, healthcare, business services and consumer products. She began her career as an Investment Banking Analyst at Jefferies. Ms. Grabel graduated from the Ross School of Business at the University of Michigan, where she earned a B.B.A. with a concentration in finance and financial management services.
Jessica S. Godt, Marketing & Investor Relations. Ms. Godt joined JFLCO in 2024 to support and consult on the firm’s marketing and fundraising efforts across private equity and credit strategies. Previously, Ms. Godt served as Vice President of Investor Relations at Warwick Investment Group and began her career in Lazard’s Private Capital Advisory practice. She earned a B.S. in commerce with concentrations in finance and management and a minor in business analytics from the University of Virginia.
Miguel Zhindon, Enterprise Technology. Prior to joining the firm as a Vice President, Mr. Zhindon served as a Senior Technology Consultant at iCorps Technologies, tailoring IT strategies, training and technical support for JFLCO and other clients. Previously, Mr. Zhindon held various roles in network administration and telecommunications. He began his career in the United States Marine Corps and graduated from Pace University, where he earned an M.S. in information systems and assurance.
Grace Xu, Finance & Accounting. Prior to joining the firm as an Assistant Controller, Ms. Xu served as a Business Unit Controller at Millennium Management. Previously, Ms. Xu worked as a Manager at PricewaterhouseCoopers in the financial services group. Ms. Xu earned a B.S. in accounting from Pennsylvania State University. Ms. Xu is a Certified Public Accountant.
About J.F. Lehman & Company, Inc.
Founded in 1992, J.F. Lehman & Company focuses exclusively on investing in the aerospace, defense, maritime, government and environmental industries. The firm has offices in New York and Washington, D.C.
http://www.jflpartners.com
Logo – https://mma.prnewswire.com/media/349934/j_f__lehman___company_logo.jpg
View original content:https://www.prnewswire.co.uk/news-releases/jf-lehman–company-announces-promotions-and-team-additions-302352309.html
FORNEBU, Norway, Jan. 15, 2025 /PRNewswire/ — Reference is made to the announcement by Aker Horizons ASA (“Aker Horizons” or the “Company”) on 9 January 2025 regarding fixed income investor meetings and a potential new bond issue. The Company has met a broad range of investors and experienced strong interest from the market.
The Company has received valuable feedback, which it will evaluate as part of the ongoing process to optimize the Company’s overall capital structure. Accordingly, the Company will not pursue a potential bond offering at this time.
Aker Horizons has a robust liquidity position and benefits from strong support from its main shareholder and creditor Aker ASA. The Company is committed to its strategy of developing green energy and green industry.
For further information, please contact:
Stian Andreassen, Investor Relations, Tel: +47 41 64 31 07
[email protected]
Mats Ektvedt, Media, Tel: +47 41 42 33 28
[email protected]
About Aker Horizons:
Aker Horizons develops green energy and green industry to accelerate the transition to Net Zero. The company is active in renewable energy, carbon capture and sustainable industrial assets. As part of the Aker group, Aker Horizons applies industrial, technological and capital markets expertise with a planet-positive purpose to drive decarbonization globally. Aker Horizons is listed on the Oslo Stock Exchange and headquartered in Fornebu, Norway. Across its portfolio, the company is present on five continents. www.akerhorizons.com
This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.
IMPORTANT INFORMATION
This communication is not an offer to sell or purchase, or the solicitation of an offer to sell or purchase, any securities, or the solicitation of a proxy, in any jurisdiction in which, or to any person to whom, such offer, sale or solicitation is not authorized or would be unlawful.
This communication contains forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and other statements, which are not statements of historical facts. Forward-looking statements are generally identified by the words “expects”, “anticipates”, “believes”, “intends”, “estimates”, “plans”, “will be” and similar expressions. You are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Company, and that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward -looking information and statements contained herein. The forward-looking statements in this communication speak only as of the date hereof and, other than as may be required by applicable law, the Company does not undertake any obligation to update or revise any forward-looking information or statements.
This information was brought to you by Cision http://news.cision.com
https://news.cision.com/aker-horizons/r/fixed-income-investor-meetings—update,c4091958
View original content:https://www.prnewswire.co.uk/news-releases/fixed-income-investor-meetings—update-302352166.html
LONDON and NEW YORK, Jan. 15, 2025 /PRNewswire/ — In March 2020, several of the largest institutional holders of sovereign bonds issued by Lebanon formed a group (the “Ad Hoc Group”) in response to the deteriorating financial and economic situation in the country and the government’s decision to default on its international bonds. The Ad Hoc Group’s stated objective from the outset has been to find a sustainable and equitable solution to Lebanon’s severe debt challenges. The Ad Hoc Group is supported by White & Case LLP as legal advisor.
The intervening years have witnessed a further decline of Lebanon’s political, economic and security situation, which has prevented any meaningful engagement with the Lebanese authorities. Despite the lack of progress to date, the Ad Hoc Group continues to provide a forum for coordination and communication among international bondholders, and remains prepared to engage constructively with the Lebanese authorities and other domestic and international stakeholders.
In this regard, the Ad Hoc Group is encouraged by the recent election of Joseph Aoun as President of Lebanon and nomination of Nawaf Salam as prime minister, and looks forward to the formation of a new government that will have the mandate to address the many challenges facing the country.
The Ad Hoc Group also takes note of last week’s statement of the Council of Ministers of Lebanon relating to the proposed suspension of Eurobond prescription periods until 9 March 2028, and confirms its willingness to discuss the implementation of the proposed suspension with the authorities and, at the appropriate time, to engage more broadly to find a resolution to the longstanding debt default.
Holders of Lebanon’s international bonds who wish to learn more about the Ad Hoc Group and its objectives, or discuss recent developments, may contact White & Case LLP by emailing [email protected].
View original content:https://www.prnewswire.co.uk/news-releases/statement-of-ad-hoc-lebanon-bondholder-group-302351961.html
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