Blackline Safety Corp. ("Blackline" or the "Company") a global leader in connected safety technology, is pleased to announce the completion of the previously announced plan of arrangement (the "Arrangement") pursuant to which Apollo Purchaser, Inc. (the "Purchaser") an affiliate of Francisco Partners Management, L.P. ("FP"), acquired all the issued and outstanding common shares (the "Shares") of the Company. Pursuant to the Arrangement, the Purchaser acquired: (i) all of the issued and outstanding Shares (other than in respect of certain Shares that were rolled over for equity of the Purchaser or an affiliate thereof (the "Rollover Shares")) for up to $9.50 per Share, comprised of $9.00 per Share in cash on closing of the Arrangement plus a contingent value right (a "CVR") of up to $0.50 per Share; and (ii) all of the Rollover Shares for equity of the Purchaser or an affiliate thereof.
As a result of the Arrangement, the Shares will be delisted from the Toronto Stock Exchange. The Company intends to submit an application to cease to be a reporting issuer under applicable Canadian securities laws and to otherwise terminate the Company's public reporting requirements.
"We are grateful to our shareholders for their support over the years as Blackline pursued its mission to give workers the confidence to get the job done and return home safe," said Cody Slater, CEO and Chair of Blackline. "That support has enabled us to create a global connected safety leader that protects hundreds of thousands of workers and delivers critical technology when it matters most. As we begin this next chapter with Francisco Partners, we remain focused on supporting our customers, employees and partners while advancing our mission to protect workers and drive a safer, more productive connected workplace."
The cash consideration payable to beneficial shareholders of the Company will be paid to former beneficial shareholders as soon as reasonably practicable after the date hereof. Beneficial shareholders will also be entitled to the CVRs issuable pursuant to the Arrangement. For registered shareholders, the cash consideration will be paid and CVR registrations will be completed as soon as reasonably practicable after a properly completed and signed letter of transmittal is received by Odyssey Trust Company, the depositary under the Arrangement, together with the share certificate(s) and/or DRS Advice(s) representing Shares formerly held by them.
Early Warning Disclosure
Immediately prior to the completion of the Arrangement, FP did not own or exercise control or direction over any Shares. Pursuant to the Arrangement, FP acquired, indirectly through the Purchaser, 87,438,183 Shares, being all of the issued and outstanding Shares.
An early warning report containing additional information will be filed by the Purchaser in accordance with applicable securities laws and will be available under the Company’s profile on SEDAR+ at www.sedarplus.ca or may be obtained directly from FP upon request at +1-415-418-2900. The address of FP is One Letterman Drive, Building C - Suite 410 San Francisco, CA 94129.
