PLEASANTON and PALO ALTO, Calif., July 15, 2021 /PRNewswire/ — ServiceMax, Inc. (“ServiceMax” or the “Corporation”), the leader in asset-centric field company administration computer software, currently declared it has entered into a enterprise mix agreement with Pathfinder Acquisition Company (NASDAQ: PFDR), a publicly traded exclusive goal acquisition enterprise (“Pathfinder”). On closing of the transaction, ServiceMax will become a publicly traded corporation, and is expected to be shown on the Nasdaq Inventory Trade less than the image “SMAX”. Neil Barua, who has served as CEO of the Enterprise considering that 2019, will go on to guide the small business submit-transaction.
ServiceMax’s asset-centric subject support management computer software, which has been positioned as a leader in the last 5 published Gartner Magic Quadrants for Discipline Assistance Administration2, assists corporations that market, provider and retain mission crucial machines to hold the globe functioning. From its inception in 2007, ServiceMax has been modernizing area assistance by bringing cloud-based apps to service operations, and by putting cellular applications in the arms of industry experts. The Company’s alternatives increase customers’ capability to regulate the complexities of service, guidance more quickly advancement, and operate far more successful, result-centric organizations.
“ServiceMax permits daily life as we know it to come about, uninterrupted, by empowering some of the world’s largest and most properly-regarded suppliers, distributors, and makers to present reliable and trustworthy service to their consumers,” claimed Neil Barua, ServiceMax CEO. “We have witnessed First Tools Makers and operators improve their emphasis on digital transformation and we consider that ServiceMax is nicely positioned to assistance those needs by leveraging our 10+ years of target on complex assistance management for mission essential equipment, and by innovating and delivering on a differentiated item technique and roadmap. We consider this transaction with Pathfinder will make it possible for us to speed up expansion and seize far more prospects inside this growing $9 billion market.”
“It is a privilege to spouse with ServiceMax, the only cloud-native, cell-to start with, industry services administration SaaS provider,” mentioned David Chung, CEO, Pathfinder Acquisition Corporation. “We think that ServiceMax’s large and underpenetrated addressable current market, accelerating development, and finest-in-course leadership team uniquely placement ServiceMax to more redefine the industry support administration sector and supply its growing user base with modern, purchaser-oriented answers.”
In addition, ServiceMax has also introduced the signing of a definitive agreement to get LiquidFrameworks, a leading mobile field functions administration options company that is cloud-dependent, vitality sector-centered and constructed on Salesforce’s system. Along with deepening ServiceMax’s posture in the oil and gas, industrial and environmental sectors, the arrangement will also deliver crucial systems and go-to-market place channels to ServiceMax to broaden the Firm’s product or service portfolio and consumer offerings.
“ServiceMax, less than Neil’s professional management, has been through a remarkable transformation, by focusing on the buyer, strengthening the go-to-industry and further more solidifying their relationships with strategic partners like Salesforce, which has established the business up for extended-time period results,” extra Kenneth Hao, Chairman and Controlling Lover of Silver Lake. “The capital lifted in this transaction is expected to help ServiceMax’s following stage of expansion as a result of financial investment in technological know-how innovation as a publicly traded business.”
Transaction Overview
The transaction implies a worth for ServiceMax of close to $1.4 billion on both equally a pre-money fairness value basis and a professional forma company value foundation, just before offering effect to the pending acquisition of LiquidFrameworks. The transaction is expected to produce about $335 million of gross proceeds to the mixed company from the income held in Pathfinder’s have confidence in account, assuming no redemptions by Pathfinder shareholders, and which include proceeds from a strategic widespread equity investment decision immediately prior to closing by foremost computer software companies PTC Inc. [NASDAQ: PTC] and Salesforce Ventures at the very same valuation as the enterprise blend transaction.
The merged proceeds will be applied to aid the Company’s advancement prospects, like the acquisition of LiquidFrameworks for $145 million in dollars, and for typical corporate functions.
Present ServiceMax traders Silver Lake, Salesforce Ventures, and GE are retaining their comprehensive equity possession in ServiceMax.
The transaction, which has been unanimously authorised by the Board of Administrators of Pathfinder, as very well as the Board of Directors of ServiceMax, is issue to customary closing problems, like acceptance by the shareholders of Pathfinder, and is anticipated to near in the fourth quarter of 2021.
Conference Phone Data
A ServiceMax and Pathfinder trader conference phone and presentation discussing the transaction can be accessed by viewing http://community.viavid.com/index.php?id=145738. A transcript of the connect with will also be submitted by Pathfinder with the SEC.
Advisors
Citi is acting as guide economic advisor and William Blair is performing as cash markets advisor to ServiceMax in link with the transaction. Deutsche Financial institution, RBC Capital Marketplaces and Stifel are acting as money and money markets advisors to Pathfinder. Ropes & Gray LLP is acting as authorized advisor to ServiceMax. Kirkland & Ellis LLP is acting as legal counsel to Pathfinder.
About ServiceMax
ServiceMax’s mission is to aid clients hold the environment jogging with asset-centric discipline services management program. As the acknowledged leader in this space, ServiceMax’s cell applications and cloud-dependent application deliver a entire look at of property to industry support groups. By optimizing subject assistance functions, clients throughout all industries can improved manage the complexities of support, aid speedier expansion, and operate extra lucrative, final result-centric companies.
About Pathfinder Acquisition Company
Pathfinder Acquisition Company (NASDAQ: PFDR) is a intent-developed partnership among affiliates of two expense firms with a sturdy report of success as buyers in technological know-how and tech-enabled corporations: HGGC, a primary center-industry non-public fairness business centered in Palo Alto, and Field Ventures, a major multi-strategy undertaking cash system based mostly in San Francisco. Pathfinder’s company goal is to determine and execute a organization mixture with a superior good quality, progress-oriented personal enterprise in the tech sector that Pathfinder thinks can triumph as a general public corporation and create desirable returns for shareholders over the very long expression.
Supplemental Details
In connection with the proposed transaction, ServiceMax will file a registration assertion on Sort S-4 with the SEC that will include a prospectus with regard to ServiceMax’s securities to be issued in relationship with the proposed transaction and a proxy statement with respect to the shareholder conference of Pathfinder to vote on the proposed transaction. Shareholders of Pathfinder and other intrigued individuals are inspired to go through, when accessible, the preliminary proxy assertion/prospectus as effectively as other paperwork to be submitted with the SEC simply because these documents will incorporate critical details about Pathfinder, ServiceMax and the proposed transaction. Soon after the registration assertion is declared powerful, the definitive proxy statement/prospectus to be incorporated in the registration statement will be mailed to shareholders of Pathfinder as of a record date to be recognized for voting on the proposed transaction. As soon as readily available, shareholders of Pathfinder will also be equipped to attain a duplicate of the S-4, together with the proxy statement/prospectus, and other documents submitted with the SEC devoid of demand, by directing a ask for to: Pathfinder Acquisition Company, 1950 College Avenue, Suite 350, Palo Alto, California. The preliminary and definitive proxy statement/prospectus to be incorporated in the registration assertion, once offered, can also be obtained, with out charge, at the SEC’s web page (www.sec.gov).
Participants in the Solicitation
Pathfinder and ServiceMax and their respective administrators and govt officers could be viewed as individuals in the solicitation of proxies with regard to the potential transaction explained in this interaction beneath the procedures of the SEC. Details about the administrators and government officers of Pathfinder and their ownership is set forth in Pathfinder’s filings with the SEC, which includes the remaining prospectus submitted by Pathfinder on February 18, 2021 relating to Pathfinder’s original community presenting and in its subsequent periodic experiences and other filings with the SEC. Extra data concerning the folks who could, under the principles of the SEC, be deemed members in the solicitation of the Pathfinder shareholders in relationship with the possible transaction will be established forth in the registration statement containing the preliminary proxy assertion/prospectus when it is filed with the SEC. These documents are readily available cost-free of cost at the SEC’s website at www.sec.gov or by directing a request to: Pathfinder Acquisition Corporation, 1950 University Avenue, Suite 350, Palo Alto, California.
No Offer you or Solicitation
This communication is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the likely transaction and does not represent an supply to sell or a solicitation of an present to buy any securities of Pathfinder or ServiceMax, nor shall there be any sale of any these securities in any state or jurisdiction in which these types of offer, solicitation, or sale would be illegal prior to registration or qualification underneath the securities regulations of these types of point out or jurisdiction. No offer you of securities shall be designed other than by suggests of a prospectus assembly the needs of the Securities Act.
Forward Seeking Statements
This communication consists of ahead-on the lookout statements in just the meaning of section 27A of the Securities Act and Portion 21E of the Exchange Act that are centered on beliefs and assumptions and on details at the moment accessible to Pathfinder and ServiceMax. In some scenarios, you can detect ahead-looking statements by the next terms: “may possibly,” “will,” “could,” “would,” “should really,” “anticipate,” “intend,” “system,” “anticipate,” “believe,” “estimate,” “forecast,” “project,” “possible,” “proceed,” “ongoing,” “focus on,” “look for” or the detrimental or plural of these words, or other comparable expressions that are predictions or reveal long term occasions or prospective clients, even though not all ahead-on the lookout statements comprise these text. Any statements that refer to expectations, projections or other characterizations of long run occasions or situations, such as procedures or ideas as they relate to the proposed transaction, are also ahead-looking statements. These statements require threats, uncertainties and other factors that may perhaps bring about precise success, concentrations of activity, general performance or achievements to be materially different from the facts expressed or implied by these forward-seeking statements. Whilst every single of Pathfinder and ServiceMax believes that it has a fair basis for every single ahead-on the lookout assertion contained in this communication, each and every of Pathfinder and ServiceMax caution you that these statements are based on a blend of information and elements currently recognised and projections of the upcoming, which are inherently unsure. Forward-searching statements in this communication include, but are not restricted to, statements about the proposed transaction, together with the timing and framework of the transaction, the proceeds of the transaction and the gains of the transaction. Neither Pathfinder nor ServiceMax can assure you that the ahead-seeking statements in this conversation will establish to be precise. These forward-wanting statements are subject matter to a range of risks and uncertainties, such as, among some others, adjustments in domestic and foreign business, market place, economical, political and legal conditions the inability of the events to productively or well timed consummate the business mix, such as the danger that any essential regulatory approvals are not obtained, are delayed or are subject matter to unanticipated problems that could adversely have an affect on the mixed company or the anticipated rewards of the enterprise mix or that the approval of the shareholders of ServiceMax or Pathfinder is not attained the failure to know the predicted rewards of the business enterprise mixture hazards relating to the uncertainty of the projected economical information and facts with respect to ServiceMax challenges associated to the timing and accomplishment of envisioned organization milestones the outcomes of levels of competition on ServiceMax’s business enterprise the threat that the organization mix disrupts latest strategies and operations of Pathfinder and ServiceMax as a final result of the announcement and consummation of the small business mix the potential to figure out the predicted positive aspects of the business mixture, which could be influenced by, amongst other things, competitors, the ability of the combined organization to increase and deal with expansion profitably, keep associations with prospects and keep its management and crucial staff dangers relating ServiceMax’s record of no revenues and web losses pitfalls relating to ServiceMax’s intellectual assets portfolio the amount of redemption requests made by Pathfinder’s community shareholders the capacity of Pathfinder, ServiceMax or the mixed organization to challenge fairness or equity-connected securities or get hold of personal debt funding in relationship with the business enterprise combination or in the futureand other dangers and uncertainties, which includes those people to be bundled less than the heading “Hazard Elements” in the registration statement on Form S-4 to be submitted by ServiceMax with the SEC and people integrated beneath the heading “Hazard Aspects” in the last prospectus filed by Pathfinder on February 18, 2021 relating to Pathfinder’s initial community providing and in its subsequent periodic studies and other filings with the SEC. The ahead-searching statements in this interaction signify the sights of Pathfinder and ServiceMax as of the date of this interaction. Subsequent functions and developments may perhaps lead to that perspective to change. On the other hand, when Pathfinder and ServiceMax could elect to update these forward-looking statements at some position in the future, there is no existing intention to do so, apart from to the extent demanded by relevant legislation. You really should, for that reason, not rely on these ahead-on the lookout statements as symbolizing the views of Pathfinder or ServiceMax as of any date subsequent to the date of this communication.
1 Assumes no redemption by Pathfinder shareholders
2 “Quadrant for Subject Service Administration for the 5th consecutive time” https://www.servicemax.com/push-releases/servicemax-named-a-leader-in-the-gartner-magic-quadrant-for-subject-services-administration-for-the-5th-consecutive-time
Source Pathfinder Acquisition Company