EFI Announces Definitive Agreement to be Acquired by an Affiliate of Siris Capital Group, LLC

Electronics For Imaging, Inc. (EFI) announced that it has entered into a definitive agreement to be acquired by an affiliate of Siris Capital Group, LLC in an all-cash transaction valued at approximately $1.7 billion. Siris is a leading private equity firm focused on investing and driving value creation in technology companies that provide mission-critical solutions and are facing technology transitions.
 
Under the terms of the agreement, which has been unanimously approved by EFI’s Board of Directors, an affiliate of Siris will acquire all the outstanding common stock of EFI for $37.00 per share in cash. The purchase price represents an approximately 45% premium over EFI’s 90-day volume-weighted average price ended on April 12, 2019.
 
EFI may solicit alternative acquisition proposals from third parties during a “go-shop” period over the next 45 calendar days. EFI will have the right to terminate the agreement to enter into a superior proposal subject to the terms and conditions of the agreement. The agreement provides Siris with a customary right to attempt to match a superior proposal.
 
“We believe this transaction delivers superior and immediate value to our shareholders while providing us with a partner that can add strategic and operational expertise to our business,” said EFI CEO Bill Muir. “We are excited to partner with Siris’ highly experienced team on this next phase of growth for EFI.”
 
“EFI is at the forefront of the digital transition in the imaging and print industry, underpinned by a strong software heritage and culture of innovation,” added Frank Baker, a Siris co-founder and managing partner. “We believe that, by partnering with Siris, EFI will be well positioned to capture this transformational opportunity associated with increased digital inkjet penetration, industrial automation and software enablement. We are eager to partner with management to help the company achieve its strategic objectives.”
 
“EFI has a 30-year legacy of leadership in the digital imaging market, with strong brand equity and rich history of pioneering innovative solutions for its customers,” Al Zollar, a Siris executive partner, said. “The company’s portfolio of mission-critical products and services are united by a common thread of impressive technological enablement and software integration.”
 
Subject to the go-shop, the proposed transaction is expected to close by the third quarter of 2019 and is subject to approval by EFI’s shareholders, along with the satisfaction of customary closing conditions including antitrust regulatory approvals. The transaction is not subject to any financing conditions. Upon completion of the acquisition, EFI will become wholly owned by an affiliate of Siris.
 
EFI will file its quarterly report on Form 10-Q reporting its first quarter financial results but does not intend to host a quarterly earnings call. EFI currently expects Q1 2019 revenue to be between $220 million and $225 million.