FINEOS Corp. Holdings PLC completed the acquisition of San Francisco-based Limelight Health Inc. for US$75 million, effective Aug. 14.
The consideration amount was funded by US$66 million in total cash, as well as US$9 million in total CHESS depositary interests, representing 2.9 million new securities and employee options over CHESS depositary interests at an issue price of A$4.27. This includes 2.0 million CHESS depositary interests to be issued to Limelight management and subject to a two-year escrow, and 900,000 CHESS depositary interests to be issued to Limelight non-management and subject to an escrow until the release of FINEOS's first-half statement for 2021.
Macquarie Capital (Australia) Ltd. and Moelis Australia Advisory Pty. Ltd. acted as joint financial advisers in relation to the acquisition. Clayton Utz acted as Australian legal adviser to FINEOS.
Limelight Health provides cloud-based quoting, rating and underwriting software solutions for employee benefits insurers.
FINEOS is also commencing its previously announced security purchase plan, under which eligible security holders can subscribe for up to A$30,000 in additional CHESS depositary interests to raise up to A$5 million.
The offer will close Sept. 4 and results will be announced Sept. 9. Under the plan, securities will be issued Sept. 14.