– Transaction values ServiceMax at a pro forma enterprise value of approximately $1.4 billion
– Existing ServiceMax investors, including Silver Lake, GE, and Salesforce Ventures are retaining their entire equity ownership
– ServiceMax also announces definitive agreement to acquire LiquidFrameworks, a leading energy sector-focused mobile field operations cloud software vendor
– Gross proceeds of approximately $335 million from cash in trust from Pathfinder (co-sponsored by affiliates of HGGC and Industry Ventures) and additional strategic investments to be made immediately prior to closing by leading software companies PTC and Salesforce Ventures
ServiceMax, Inc, the leader in asset-centric field service management software, announced it has entered into a business combination agreement with Pathfinder Acquisition Corporation , a publicly traded special purpose acquisition company. Upon closing of the transaction, ServiceMax will become a publicly traded company, and is expected to be listed on the Nasdaq Stock Exchange under the symbol “SMAX”. Neil Barua, who has served as CEO of the Company since 2019, will continue to lead the business post-transaction.
ServiceMax’s asset-centric field service management software, which has been positioned as a leader in the last five published Gartner Magic Quadrants for Field Service Management, helps companies that sell, service and maintain mission critical equipment to keep the world running. From its inception in 2007, ServiceMax has been modernizing field service by bringing cloud-based applications to service operations, and by putting mobile applications in the hands of field technicians. The Company’s solutions improve customers’ ability to manage the complexities of service, support faster growth, and run more profitable, outcome-centric businesses.
“ServiceMax enables life as we know it to happen, uninterrupted, by empowering some of the world’s biggest and most well-known suppliers, distributors, and manufacturers to provide consistent and reliable service to their customers,” said Neil Barua, ServiceMax CEO. “We’ve seen Original Equipment Manufacturers and operators increase their focus on digital transformation and we believe that ServiceMax is well positioned to support those needs by leveraging our 10+ years of focus on complex service management for mission critical equipment, and by innovating and delivering on a differentiated product strategy and roadmap. We believe this transaction with Pathfinder will allow us to accelerate growth and capture more opportunities within this growing $9 billion market.”
“It is a privilege to partner with ServiceMax, the only cloud-native, mobile-first, field service management SaaS provider,” stated David Chung, CEO, Pathfinder Acquisition Corporation. “We believe that ServiceMax’s large and underpenetrated addressable market, accelerating growth, and best-in-class leadership team uniquely position ServiceMax to further redefine the field service management sector and provide its expanding user base with innovative, customer-oriented solutions.”
In addition, ServiceMax has also announced the signing of a definitive agreement to acquire LiquidFrameworks, a leading mobile field operations management solutions company that is cloud-based, energy sector-focused and built on Salesforce’s platform. Along with deepening ServiceMax’s position in the oil and gas, industrial and environmental sectors, the agreement will also bring critical technologies and go-to-market channels to ServiceMax to expand the Company’s product portfolio and customer offerings.
“ServiceMax, under Neil’s expert leadership, has undergone a tremendous transformation, by focusing on the customer, strengthening the go-to-market and further solidifying their relationships with strategic partners like Salesforce, which has set the company up for long-term success,” added Kenneth Hao, Chairman and Managing Partner of Silver Lake. “The capital raised in this transaction is expected to enable ServiceMax’s next phase of growth through investment in technology innovation as a publicly traded company.”
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Transaction Overview
The transaction implies a value for ServiceMax of approximately $1.4 billion on both a pre-money equity value basis and a pro forma enterprise value basis, before giving effect to the pending acquisition of LiquidFrameworks. The transaction is expected to deliver approximately $335 million of gross proceeds to the combined company from the cash held in Pathfinder’s trust account, assuming no redemptions by Pathfinder shareholders, and including proceeds from a strategic common equity investment immediately prior to closing by leading software companies PTC Inc. and Salesforce Ventures at the same valuation as the business combination transaction.
The combined proceeds will be used to support the Company’s growth opportunities, including the acquisition of LiquidFrameworks for $145 million in cash, and for general corporate purposes.
Existing ServiceMax investors Silver Lake, Salesforce Ventures, and GE are retaining their full equity ownership in ServiceMax.
The transaction, which has been unanimously approved by the Board of Directors of Pathfinder, as well as the Board of Directors of ServiceMax, is subject to customary closing conditions, including approval by the shareholders of Pathfinder, and is expected to close in the fourth quarter of 2021.
Advisors
Citi is acting as lead financial advisor and William Blair is acting as capital markets advisor to ServiceMax in connection with the transaction. Deutsche Bank, RBC Capital Markets and Stifel are acting as financial and capital markets advisors to Pathfinder. Ropes & Gray LLP is acting as legal advisor to ServiceMax. Kirkland & Ellis LLP is acting as legal counsel to Pathfinder.
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