Vistance Networks, Inc. (VISN): M&A transaction — CommScope divests Home Networks to Vantiva; receives 24.73% equity, $250K cash, up to $100M earn-out

Vistance Networks, Inc.

Completed sale of Home Networks to Vantiva for 134.7M Vantiva shares (24.73% stake), $250K cash, and up to $100M earn-out based on €400M EBITDA target.
Cash to be used to buy more Vantiva shares, raising ownership to ~25%; stake will be equity method investment.
Pro forma (9mo Sep 30, 2023): Net sales $4.60B, net loss $549.1M vs $971.6M historical, reflecting removal of Home Business.
Home Business classified as discontinued operations; transaction closed Jan 9, 2024.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Vistance Networks, Inc. completed a disposition involving Vantiva SA for 134,704,669 shares of Vantiva common stock, representing a 24.73% equity stake in Vantiva (determined on a fully diluted basis) and $250,465 in cash (closed 2024-01-09).

Action: disposition
Counterparty: Vantiva SA
Consideration: 134,704,669 shares of Vantiva common stock, representing a 24.73% equity stake in Vantiva (determined on a fully diluted basis) and $250,465 in cash
Closing: 2024-01-09

Exact text from the filing

to the Purchase Agreement (the "Purchase Agreement"), dated as of December 7, 2023. Pursuant to the Purchase Agreement, Vantiva acquired the Home Business in exchange for (i) 134,704,669 shares of Vantiva common stock, representing a 24.73% equity stake in Vantiva (determined on a fully diluted basis), (ii) $250,465 in cash (in addition to cash paid in exchange

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Vistance Networks, Inc. filing history →

Source: SEC EDGAR

accession 0000950170-24-004646

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