AdTheorent to be acquired by Cadent for $3.21/share (~$324M equity value)

AdTheorent Holding Company, Inc.

All-cash transaction: $3.21 per share; 17% premium to 60-day VWAP and 27% premium to 90-day VWAP as of March 28, 2024.
Board unanimously approved; H.I.G. Growth (37% holder) and six insiders signed voting support agreements.
Go-shop period runs through May 4, 2024; termination fee of ~$11.35M (or ~$6.49M during go-shop).
Closing subject to stockholder approval, HSR clearance, and other customary conditions; expected in Q2/Q3 2024.
Equity financing from Novacap and debt financing commitments secured; no financing condition.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

AdTheorent Holding Company, Inc. entered into Agreement and Plan of Merger with Cadent, LLC, Award Merger Sub, Inc., Novacap Cadent Acquisition Company, Inc., Novacap Cadent Holdings, Inc. (effective 2024-04-01).

Action: entry
Agreement: merger
Counterparty: Cadent, LLC, Award Merger Sub, Inc., Novacap Cadent Acquisition Company, Inc., Novacap Cadent Holdings, Inc.
Effective: 2024-04-01

Exact text from the filing

On April 1, 2024, AdTheorent Holding Company, (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Cadent, LLC

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Source: SEC EDGAR

accession 0001193125-24-082733

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