#Canada #H.I.G. Capital #Toronto #Converge Technology #Acquisition Agreement

Converge Technology Solutions Reaches Agreement with H.I.G. Capital

In a significant development within the technology sector, Converge Technology Solutions Corp. has announced an amendment to its arrangement agreement with H.I.G. Capital, a private equity firm. Initially published on March 31, 2025, this amendment marks a critical shift in how the company and its stakeholders navigate the acquisition landscape.

Key Details of the Amendment

The most notable change to this arrangement is an increase in the cash offer for Converge's common shares from C$5.50 to C$6.00. This revised offer was prompted by shareholder considerations as a credible third-party bid also surfaced, highlighting a competitive market environment. The Board of Directors at Converge, upon receiving this unsolicited proposal, deemed it essential to explore all viable options to maximize shareholder value.

This decision underscores the Company's commitment to its shareholders, particularly following the unsolicited, conditional proposal received on March 7 from a third-party entity. In light of the potential of this proposal to yield a superior alternative, Converge's Board undertook a thorough review, demonstrating its fiduciary responsibility.

Legal Complications and Resolutions

However, the situation escalated when H.I.G. sought a legal remedy in the Ontario Superior Court, alleging that Converge's engagement with the third party was a breach of the arrangement agreement. This claim raised questions about the appropriateness of the Board’s actions in pursuing alternate offers. In response, the Board firmly denied these accusations and opted for a vigorous defense of its stance.

Not only did Converge manage to navigate these complexities, but it also succeeded in securing a binding, all-cash acquisition proposal of C$6.00 per share from the third-party entity shortly after H.I.G.'s legal maneuvering. In a rapid turn of events, H.I.G. recognized the need to offer a more competitive bid, leading to a resolution that proved favorable for stakeholders involved.

After careful consideration of H.I.G.’s revised proposal and other alternatives, the Board unanimously endorsed the amended arrangement. This recommendation was based on several factors, including providing shareholders with a clearer path toward a completed transaction within a short timeframe, along with the option that equaled the latest third-party offer.

Looking Ahead

The Company has delineated plans to hold a special shareholders meeting on April 10, 2025, to discuss the resolution to approve this arrangement. Set to be conducted in a virtual format, the meeting will allow shareholders to engage and make informed decisions about their investments.

Converge anticipates that the arrangement will finalize around April 17, 2025, marking an exciting new chapter for both the Company and its investors. This revised acquisition structure promises not only enhancements in corporate governance but also increased market confidence during a pivotal time.

About Converge Technology Solutions

Converge Technology Solutions is redefining the IT landscape with innovative solutions tailored to the needs of businesses. The company's commitment to providing cutting-edge technology solutions, coupled with a deep understanding of customer requirements, positions it as a leader in the cloud solutions market. Through advanced strategies encompassing artificial intelligence, cybersecurity, and digital transformation, Converge fosters an ecosystem ripe for innovation.

For more information on their initiatives and to stay updated on their latest news, visit Converge's official website.