Transaction includes a fully committed PIPE of $140 mm anchored by top-tier investors
AvePoint co-founder and current CEO Tianyi (TJ) Jiang to lead the combined company
AvePoint, Inc. (“AvePoint” or the “Company”), the largest data management solutions provider for the Microsoft cloud, announced today that it has entered into a definitive business combination agreement with Apex Technology Acquisition Corporation (NASDAQ: APXT), a publicly traded special purpose acquisition company (“Apex”).
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“Going public now gives us the ability to meet this demand and scale up faster across product innovation, channel marketing, international markets, and customer success initiatives.”
Upon closing the transaction, it is expected that the combined company will be named AvePoint and will remain a publicly traded company listed on the Nasdaq Stock Market under a new ticker symbol, “AVPT.” The combined company will be led by Dr. Tianyi Jiang, AvePoint’s co-founder and CEO, and AvePoint co-founder Kai Gong will serve as Executive Chairman.
Company Overview
AvePoint is a leading global Microsoft strategic cloud partner, with solutions that drive large and mid-market customers’ digital transformation journey in the Microsoft cloud.
From its origin of two coders in a Somerset, New Jersey library, AvePoint has grown to serve the largest software-as-a-service (“SaaS”) userbase in the Microsoft 365 ecosystem with more than 7 million cloud users as of September 30, 2020 and an estimated addressable market of $33 billion by 2022 according to IDC.
The Company sells directly to large and mid-market enterprises, and its solutions are also available to managed services providers on more than 100 cloud marketplaces globally.
AvePoint expects to generate approximately $148 million in total revenue for the year ending December 31, 2020, which would be an increase of approximately 26% over 2019 revenue.
Over its nearly 20 year history, AvePoint has been first to market with many digital collaboration technologies, such as SharePoint migration, automated Microsoft Teams management, and the ability to migrate Microsoft Teams/Slack chats into the target channel.
The Company launched another first-to-market product during COVID-19–a SaaS solution to provide sensitivity-based security insights and automated policy enforcement to prevent risky oversharing in Microsoft 365. More than half of AvePoint’s workforce are technologists, including the majority of the senior leadership team.
“AvePoint provides critical data management solutions that enable organizations to make their digital collaboration systems more productive, secure and compliant. The impact of COVID-19 and the growth of Microsoft’s cloud solutions, including Microsoft 365 and Microsoft Teams, have accelerated demand for our products. And we were growing prior to COVID-19 as well. We have achieved eight quarters of impressive growth. We have positive free cash flow and are in line with the key ‘Rule of 40’ SaaS industry growth metric,” said Dr. Jiang. “Going public now gives us the ability to meet this demand and scale up faster across product innovation, channel marketing, international markets, and customer success initiatives.”
Apex is led by former Oracle CFO Jeff Epstein and former Goldman Sachs Head of Technology Investment Banking Brad Koenig. Their combined experience includes more than 100 technology IPOs and mergers involving companies such as Microsoft, Oracle and Twilio.
Mr. Epstein will join AvePoint’s Board of Directors as a director and Mr. Koenig will join AvePoint’s Board of Directors as an observer.
“We are thrilled to partner with AvePoint to help thousands of customers protect and manage their Microsoft cloud investments; Microsoft cloud is sweeping through the world’s enterprises. AvePoint is well-positioned to take advantage of this,” said Mr. Epstein. “Of over 200 public cloud companies, AvePoint is one of only five with 2020 estimated revenue in the $150 million range, 2020 estimated year-over-year growth above 25%, and 2020 estimated EBIT Margin over 10%.”
Microsoft has seen its share of the productivity and collaboration market expand to 28% according to a 2020 IDC report. AvePoint is a five-time Global Microsoft Partner of the Year and boasts one of the largest Microsoft 365 development teams outside of Microsoft itself.
“AvePoint has partnered with Microsoft closely for nearly two decades in helping organizations maximize their Microsoft investments,” said Gavriella Schuster, Corporate Vice President, One Commercial Partner, Microsoft. “AvePoint’s merger to become a public company demonstrates the power of Microsoft’s channel and the opportunity it provides our partners to flourish long-term.”
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Transaction Overview
The transaction has been approved by the Board of Directors of Apex, as well as the Board of Directors of AvePoint, and is subject to the satisfaction of customary closing conditions, including the approval of the shareholders of Apex and AvePoint and the receipt of any required regulatory approvals.
In addition to the approximately $352 million held in Apex’s trust account as of September 30, 2020, assuming no redemptions by Apex’s public stockholders, the combined company will benefit from $140 million in proceeds from a group of institutional investors participating in the transaction through a committed private investment (“PIPE”).
The transaction, valuing the combined company at an equity value of approximately $2 billion on a pro forma basis after giving effect to the PIPE and assuming minimal Apex stockholder redemptions, is expected to close in the first quarter of 2021. Upon completion of the proposed transaction, existing AvePoint shareholders are expected to own approximately 72% of the combined company, which is expected to have approximately $252 million of cash on the balance sheet assuming no redemptions by Apex’s public stockholders.
Sixth Street, the global investment firm which led a $200 million growth equity investment in AvePoint in 2019, will continue as a shareholder in the combined company.
Advisors
Evercore Group L.L.C. (“Evercore”) is acting as financial advisor to AvePoint. Citigroup Global Markets Inc. (“Citi”), Goldman Sachs & Co. LLC (“Goldman Sachs”), Evercore and Cowen Inc. are acting as capital markets advisors to AvePoint. William Blair & Company is acting as a financial advisor to Apex. Cantor Fitzgerald, L.P. is acting as a capital market advisor to Apex. Goldman Sachs, Citi and Evercore are acting as private placement agents to Apex. Cooley LLP is acting as legal counsel to AvePoint. Latham & Watkins LLP is acting as legal counsel to Apex. Goodwin Procter LLP is acting as legal counsel to the private placement agents.
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