|By Elizabeth White||
|September 2, 2014 10:45 PM EDT||
Compuware Corporation (Nasdaq:CPWR) and Thoma Bravo jointly announced that Compuware has entered into a definitive agreement to be acquired by private equity investment firm Thoma Bravo, LLC, in a transaction valued at approximately $2.5 billion.
“Compuware is the clear established leader in the categories of application performance and mainframe productivity tools, and this transaction is the capstone to a series of transformative company initiatives to relentlessly drive value,” said Bob Paul, Chief Executive Officer of Compuware. “We began with the IPO of Covisint, initiated a robust dividend, divested non-core operations, and aggressively reduced corporate expenses. Compuware is now best suited to focus on its core mainframe and APM businesses as a private-equity backed company, where we can continue to serve our customers in a competitive environment with greater flexibility to take a long-term approach.”
“Organizations are increasingly relying on mission-critical technologies and applications to reach customers and grow their businesses, and Compuware’s solutions, including Compuware APM, are the leading choice by many of the world’s largest organizations for ensuring those applications perform seamlessly,” said Orlando Bravo, a managing partner at Thoma Bravo. “Becoming a private company will enable this established market leader to leverage strategic product and other growth opportunities that will take Compuware to the next level.”
Under the terms of the agreement, pending shareholder approval, Compuware shareholders will receive an aggregate value of approximately $10.92 per share, representing a premium of approximately 17 percent to the Company’s stock price as of the close of trading on Friday, August 29, 2014. Thoma Bravo will pay a cash purchase price of $10.43 for each outstanding share of Compuware common stock, less the pro rata portion of the applicable corporate tax that will be owed in connection with the spin-off of Covisint, currently estimated at $0.18 per share based on the current market price of Covisint, for a net cash payment of approximately $10.25 per share. The parties have agreed that within 60 days following the date of the merger agreement, Compuware will effectuate the pro rata distribution to its shareholders of the remaining shares of Covisint owned by Compuware, resulting in a distribution of Covisint shares representing approximately $0.67 per share of Compuware common stock based on the closing price of Covisint on Friday, August 29. During the 60-day period, Compuware may seek a higher value alternative for its Covisint shares, in which case the proceeds, net of tax and certain charges, of such disposition will be paid to Compuware shareholders.
Gurminder S. Bedi, Independent Chairman of the Compuware Board, said, “This is the right transaction for Compuware at the right time, and reflects a thorough Board review of strategic alternatives and the work of a committee established earlier this year to focus on value-generating steps. This agreement provides shareholders with immediate and substantial cash value, a significant premium to our share price, and the ability to complete the Covisint spin-off to shareholders. Thoma Bravo is an ideal partner for Compuware, adding significant application software, services, and financial expertise.”
“We have been incredibly impressed with the business that the Compuware management team has built, and look forward to working with them on this next stage of growth for the company,” added Seth Boro, a managing partner at Thoma Bravo. “The APM and Mainframe Productivity Tools markets are exciting and ever-evolving industries, and we’re confident that our partnership with Compuware will enhance its position as the market leader and fuel further innovation that will benefit customers.”
The Compuware board of directors unanimously approved the agreement and recommends that Compuware’s shareholders approve the transaction. The transaction, which is expected to close by early 2015, is subject to approval from Compuware’s shareholders, regulatory approvals, and other customary closing conditions. The closing of the transaction is also subject to the completion of a disposition of Covisint.
Elliott Management, which owns approximately 9.5 percent of Compuware’s common stock, has entered into an agreement with Thoma Bravo agreeing to vote its shares in favor of the transaction.
There is no financing condition associated with the proposed acquisition. Jefferies, Credit Suisse and Deutsche Bank have agreed to provide debt financing in connection with the transaction.
Compuware has agreed to immediately discontinue its quarterly cash dividend. At closing, Thoma Bravo will acquire 100% of Compuware’s outstanding shares and Compuware will become a privately-held company.
Goldman, Sachs & Co. is serving as financial advisor, and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Compuware. Kirkland & Ellis LLP is serving as legal counsel to Thoma Bravo.
Cloud Expo's giant Silicon View billboard which is viewed by more than 1.3 million motorists per week
The 15th International Cloud Expo has just expanded its conference program, to bring together Cloud Computing, APM, APIs, Security, Big Data, Internet of Things, DevOps and WebRTC at one location.
The show now has three tracks devoted exclusively to the IoT (with WebRTC present in one of the tracks), a full single track focusing on Big Data, and a two-track DevOps Summit, in addition to four tracks devoted exclusively to Cloud Computing in the enterprise.
Cloud Expo is the single show where delegates and technology vendors can meet to experience and discuss the entire world of the cloud.
With Cloud Computing driving a higher percentage of enterprise IT budgets every year, it becomes increasingly important to learn about the latest technology developments and solutions.
Attend Cloud Expo Nov 4-6, at the Santa Clara Convention Center, CA. Craft your own custom experience. Learn the latest from the world's best technologists. Find the vendors you want and put them to the test.
15th Cloud Expo Expanded Conference Program
Track 1: Enterprise Cloud Adoption
Track 2: APM, Cloud and Hot Topics
Track 3: Cloud APIs & Business
Track 4: Cloud Security - Mobility
Big Data Expo
Track 5: Big Data/Analytics
Track 6: Consumer IoT
Track 7: Enterprise IoT
Track 8: IoT Developer & WebRTC
Track 1: "Dev" Developer Focus
Track 2: "Ops" Operations Focus
More than 150 all-star faculty members will discuss the hottest technology topics in November. In addition to the expanded APM and API coverage, Cloud Expo Silicon Valley will offer a variety of Linux containers and Docker sessions.
DevOps Summit at Cloud Expo also doubled its content from June, in two full simultaneous tracks for three days.
Tracks and topics for DevOps Summit at Cloud Expo will include:
- Application delivery
- ROI and business value
- Site reliability
- Continuous delivery
- Kanban, Scrum, and Agile
- Continuous integration
- Release scalability
- Continuous release
- Service virtualization
- Operational monitoring
- Capacity management
- Load testing
- Quality assurance
- Manager and exec support
- Release automation
- Cultural change
- Breaking down IT silos
- Cloud development
- Cloud platforms
- Test automation
- Application security
- API management
- Identity and access
- Audit and control
- DevOps and ITIL, ISO, Six Sigma, COBIT
- Mobile DevOps
- DevOps for legacy systems
- Software-defined servers
- Network automation
- Server automation
- Configuration automation
- Continuous support
- DevOps anti-patterns
- Enterprise DevOps
- DevOps system architecture
- IT orchestration
- DevOps skills and training
- WebOps, CloudOps, ChatOps, NoOps
- Change management
Tracks and topics for Internet of @ThingsExpo will include:
Consumer IoT & Wearables
- Smart Appliances
- Smart Cars
- Smartphones 2.0
- Smart Travel
- Personal Fitness
- Health Care
- Personalized Marketing
- Customized Shopping
- Personal Finance
- The Digital Divide
- Mobile Cash & Markets
- Games & the IoT
- The Future of Education
- Virtual Reality
- The Business Case for IoT
- Smart Grids
- Smart Cities
- Smart Transportation
- The Smart Home
- Wiring the IoT
- The Internet of Everything
- Digital Transformation of Enterprise IT
- Local & State Government
- Federal Government
- Eclipse Foundation
- Cloud Foundry
- Linux Containers
- Open Source Hardware
- AJAX and the IoT
- Leveraging SOA
- Multi-Cloud IoT
- Evolving Standards
- Security & Privacy Protocols
- GPS & Proximity Services
- Nest Labs
for Cloud Expo® 2014 Silicon Valley
Cloud Expo® 2014 Silicon Valley "show prospectus" has shipped. Sponsorship, exhibit, and keynote opportunities can be obtained from Carmen Gonzalez by email at events (at) sys-con.com, or by phone 201 802-3021.
About SYS-CON Media & Events
SYS-CON Media (www.sys-con.com) has since 1994 been connecting technology companies and customers through a comprehensive content stream at www.sys-con.com - featuring over forty focused subject areas, from Cloud Computing to Web Security - interwoven with market-leading full-scale conferences produced by SYS-CON Events. The company's internationally recognized brands include among others Cloud Expo® (www.CloudComputingExpo.com), Big Data Expo (http://BigDataExpo.net), Virtualization Conference & Expo (www.VirtualizationConference.com), DevOps Summit (http://DevOpsSummit.sys-con.com), Internet of @ThingsExpo (http://www.ThingsExpo.com), SDDC Expo (http://SDDCExpo.sys-con.com), WebRTC Summit (http://WebRTCSummit.net), Government IT Conference & Expo (www.GovITExpo.com), Cloud Computing Bootcamp (www.CloudComputingBootcamp.com), and UlitzerLive! New Media Conference & Expo (http://events.sys-con.com).
Cloud Expo® is a registered trademark of Cloud Expo, Inc.
SYS-CON Events announced today that JFrog, maker of Artifactory, the popular Binary Repository Manager, will exhibit at SYS-CON's @DevOpsSummit Silicon Valley, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Based in California, Israel and France, founded by longtime field-experts, JFrog, creator of Artifactory and Bintray, has provided the market with the first Binary Repository solution and a software distribution social platform.
Oct. 4, 2015 05:15 PM EDT Reads: 432
SYS-CON Events announced today that Key Information Systems, Inc. (KeyInfo), a leading cloud and infrastructure provider offering integrated solutions to enterprises, will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Key Information Systems is a leading regional systems integrator with world-class compute, storage and networking solutions and professional services for the most advanced softwa...
Oct. 4, 2015 05:15 PM EDT Reads: 244
Secure Cloud through Automated Compliance | @CloudExpo @CloudRaxak #Cloud #BigData #DevOps #Microservices
Cloud computing delivers on-demand resources that provide businesses with flexibility and cost-savings. The challenge in moving workloads to the cloud has been the cost and complexity of ensuring the initial and ongoing security and regulatory (PCI, HIPAA, FFIEC) compliance across private and public clouds. Manual security compliance is slow, prone to human error, and represents over 50% of the cost of managing cloud applications. Determining how to automate cloud security compliance is critical...
Oct. 4, 2015 05:15 PM EDT Reads: 198
SYS-CON Events announced today that Agema Systems will exhibit at the 17th International Cloud Expo®, which will take place on November 3-5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Agema Systems is the leading provider of critical white-box rack solutions to data centers through the major integrators and value added distribution channels.
Oct. 4, 2015 04:30 PM EDT Reads: 611
SYS-CON Events announced today that Interface Masters Technologies, provider of leading network visibility and monitoring solutions, will exhibit at the 17th International CloudExpo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Interface Masters Technologies is a leading provider of high speed networking solutions focused on Gigabit, 10 Gigabit, 40 Gigabit and 100 Gigabit Ethernet network access and connectivity products. For over 20 ye...
Oct. 4, 2015 04:15 PM EDT Reads: 620
Interested in leveraging automation technologies and a cloud architecture to make developers more productive? Learn how PaaS can benefit your organization to help you streamline your application development, allow you to use existing infrastructure and improve operational efficiencies. Begin charting your path to PaaS with OpenShift Enterprise.
Oct. 4, 2015 04:00 PM EDT Reads: 306
SYS-CON Events announced today that Harbinger Systems will exhibit at SYS-CON's 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Harbinger Systems is a global company providing software technology services. Since 1990, Harbinger has developed a strong customer base worldwide. Its customers include software product companies ranging from hi-tech start-ups in Silicon Valley to leading product companies in the US a...
Oct. 4, 2015 04:00 PM EDT Reads: 717
SYS-CON Events announced today that Machkey International Company will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Machkey provides advanced connectivity solutions for just about everyone. Businesses or individuals, Machkey is dedicated to provide high-quality and cost-effective products to meet all your needs.
Oct. 4, 2015 03:45 PM EDT Reads: 254
Clearly the way forward is to move to cloud be it bare metal, VMs or containers. One aspect of the current public clouds that is slowing this cloud migration is cloud lock-in. Every cloud vendor is trying to make it very difficult to move out once a customer has chosen their cloud. In his session at 17th Cloud Expo, Naveen Nimmu, CEO of Clouber, Inc., will advocate that making the inter-cloud migration as simple as changing airlines would help the entire industry to quickly adopt the cloud wit...
Oct. 4, 2015 02:30 PM EDT Reads: 371
SYS-CON Events announced today that Secure Infrastructure & Services will exhibit at SYS-CON's 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Secure Infrastructure & Services (SIAS) is a managed services provider of cloud computing solutions for the IBM Power Systems market. The company helps mid-market firms built on IBM hardware platforms to deploy new levels of reliable and cost-effective computing and hig...
Oct. 4, 2015 02:30 PM EDT Reads: 704
In recent years, at least 40% of companies using cloud applications have experienced data loss. One of the best prevention against cloud data loss is backing up your cloud data. In his General Session at 17th Cloud Expo, Bryan Forrester, Senior Vice President of Sales at eFolder, will present how organizations can use eFolder Cloudfinder to automate backups of cloud application data. He will also demonstrate how easy it is to search and restore cloud application data using Cloudfinder.
Oct. 4, 2015 02:30 PM EDT Reads: 346
Organizations already struggle with the simple collection of data resulting from the proliferation of IoT, lacking the right infrastructure to manage it. They can't only rely on the cloud to collect and utilize this data because many applications still require dedicated infrastructure for security, redundancy, performance, etc. In his session at 17th Cloud Expo, Emil Sayegh, CEO of Codero Hosting, will discuss how in order to resolve the inherent issues, companies need to combine dedicated a...
Oct. 4, 2015 02:00 PM EDT Reads: 387
SYS-CON Events announced today that ProfitBricks, the provider of painless cloud infrastructure, will exhibit at SYS-CON's 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. ProfitBricks is the IaaS provider that offers a painless cloud experience for all IT users, with no learning curve. ProfitBricks boasts flexible cloud servers and networking, an integrated Data Center Designer tool for visual control over the...
Oct. 4, 2015 01:00 PM EDT Reads: 694
SYS-CON Events announced today that IBM Cloud Data Services has been named “Bronze Sponsor” of SYS-CON's 17th Cloud Expo, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. IBM Cloud Data Services offers a portfolio of integrated, best-of-breed cloud data services for developers focused on mobile computing and analytics use cases.
Oct. 4, 2015 01:00 PM EDT Reads: 533
“All our customers are looking at the cloud ecosystem as an important part of their overall product strategy. Some see it evolve as a multi-cloud / hybrid cloud strategy, while others are embracing all forms of cloud offerings like PaaS, IaaS and SaaS in their solutions,” noted Suhas Joshi, Vice President – Technology, at Harbinger Group, in this exclusive Q&A with Cloud Expo Conference Chair Roger Strukhoff.
Oct. 4, 2015 12:45 PM EDT Reads: 319
Learn how Backup as a Service can help your customer base protect their data. In his session at 17th Cloud Expo, Stefaan Vervaet, Director of Strategic Alliances at HGST, will discuss the challenges of data protection in an era of exploding storage requirements, show you the benefits of a backup service for your cloud customers, and explain how the HGST Active Archive and CommVault are already enabling this service today with customer examples.
Oct. 4, 2015 12:30 PM EDT Reads: 645
Docker is hot. However, as Docker container use spreads into more mature production pipelines, there can be issues about control of Docker images to ensure they are production-ready. Is a promotion-based model appropriate to control and track the flow of Docker images from development to production? In his session at DevOps Summit, Fred Simon, Co-founder and Chief Architect of JFrog, will demonstrate how to implement a promotion model for Docker images using a binary repository, and then show h...
Oct. 4, 2015 12:30 PM EDT Reads: 654
SYS-CON Events announced today that VividCortex, the monitoring solution for the modern data system, will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. The database is the heart of most applications, but it’s also the part that’s hardest to scale, monitor, and optimize even as it’s growing 50% year over year. VividCortex is the first unified suite of database monitoring tools specifically desi...
Oct. 4, 2015 12:00 PM EDT Reads: 328
Culture is the most important ingredient of DevOps. The challenge for most organizations is defining and communicating a vision of beneficial DevOps culture for their organizations, and then facilitating the changes needed to achieve that. Often this comes down to an ability to provide true leadership. As a CIO, are your direct reports IT managers or are they IT leaders? The hard truth is that many IT managers have risen through the ranks based on their technical skills, not their leadership ab...
Oct. 4, 2015 12:00 PM EDT Reads: 822
Learn how IoT, cloud, social networks and last but not least, humans, can be integrated into a seamless integration of cooperative organisms both cybernetic and biological. This has been enabled by recent advances in IoT device capabilities, messaging frameworks, presence and collaboration services, where devices can share information and make independent and human assisted decisions based upon social status from other entities. In his session at @ThingsExpo, Michael Heydt, founder of Seamless...
Oct. 4, 2015 12:00 PM EDT Reads: 602