secwatch / observer
8-K filed June 27, 2024, 7:59 PM ET CIK 0001118417
M&A confidence high sentiment neutral materiality 1.00

MODEL N, INC.: M&A transaction — Vista Equity Partners completes $1.25B acquisition of Model N at $30.00/share

MODEL N, INC.

item 1.01item 2.01item 3.01item 3.03item 5.01item 5.02item 5.03item 5.07item 8.01item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Jason Blessing

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Alan Henricks

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Manisha Gulati

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Kimberly DeCarlis

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Dave Yarnold

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Baljit Dail

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Tim Adams

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Scott Reese

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
Departed

Melissa Fisher

Director
MODEL N, INC.
Effective
2024-06-27
Filed
June 27, 2024, 7:59 PM ET
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Jason Blessing departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Alan Henricks departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Manisha Gulati departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Kimberly DeCarlis departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Dave Yarnold departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Baljit Dail departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Tim Adams departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Scott Reese departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Melissa Fisher departed as Director at MODEL N, INC..

Action
ceased to be a director
Role
Director
Exact text from the filing
At the Effective Time, pursuant to the Merger Agreement, Tim Adams, Jason Blessing, Baljit Dail, Kimberly DeCarlis, Melissa Fisher, Manisha Gulati, Alan Henricks, Scott Reese and Dave Yarnold, each of whom was a director of Model N as of immediately prior to the Effective Time, ceased to be a director of Model N and a member of any committee of Model N’s Board of Directors, and the directors of Merger Sub immediately prior to the Effective Time became the directors of Model N.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

MODEL N, INC. underwent a change of control involving Vista Equity Partners for $30.00 per share of Company Common Stock (closed 2024-06-27).

Action
change of control
Counterparty
Vista Equity Partners
Consideration
$30.00 per share of Company Common Stock
Closing
2024-06-27
Exact text from the filing
Parent and Merger Sub are each affiliates of Vista Equity Partners. with and into Model N (the “Merger”), with Model N continuing as the surviving corporation and a wholly owned subsidiary of Parent.
View on SEC.gov

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Source: SEC EDGAR
accession 0001193125-24-170493
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