M&A and Information Agent Services

Morrow Sodali’s successful track record demonstrates the effectiveness of its integrated global services offering for high-profile M&A transactions and other Corporate Actions. When the firm acts as Information Agent for tender and exchange offers, mergers and reorganizations, SPAC (Special Purpose Acquisition Companies) campaigns, class action settlements and cross-border transactions, it can draw upon its full range of services, local expertise and global reach to develop a strategic plan and execute an effective campaign to maximize shareholder support.

Capabilities

Contested M&A

Information Agent – Tender & Exchange Offers – Equity & Debt

SPACs – Advisory and Solicitation Services

Mergers, Acquisitions and Reorganizations, Domestic and Cross-border

Notice of Class Action Mailing

Tender and exchange offers, mergers, reorganizations, SPAC campaigns and other extraordinary or contested transactions require carefully planned strategies to ensure an effective outcome. These transactions call upon a broad array of Morrow Sodali advisory and execution capabilities, often in combination with the firm’s well-established Information Agent service.

After years of acting as Information Agent in tender offers and many different types of transactions, Morrow Sodali has developed a proprietary approach to collecting and monitoring data relating to shareholder response. Working with the client company and its other advisors, Morrow Sodali prepares a roadmap for the transaction that projects the likely outcome at the start of the campaign. Over the course of the transaction, the firm assembles data and monitors responses from shareholders, hence permitting an effective response to any deviation that could potentially put the outcome at risk.

When appropriate, the Capital Markets Intelligence team monitors stock trading and arbitrage activities, which can be an important barometer of a transaction’s reception in the marketplace.

Support from Morrow Sodali’s Corporate Governance team can also play a role in high-profile transactions. During the planning stage, the firm’s corporate governance experts review the strengths and weakness in the involved parties’ governance structure and policies, identify key decision-makers and organize outreach and engagement campaigns in support of the transaction.

The role of Information Agent draws upon Morrow Sodali’s highly professional teams trained in proxy solicitation and shareholder response. The Information Agent team oversees every detail of the campaign, including the training and monitoring of experts in call centers providing information to shareholders and investors in accordance with applicable legal guidelines.

Morrow Sodali’s track record of success in these extraordinary transactions, both domestic and cross-border, demonstrates the effectiveness of the firm’s comprehensive integrated approach.

In addition to its Information Agency capabilities, Morrow Sodali brings to mergers and acquisitions its full capabilities in shareholder analysis, strategic stock surveillance, message content, communications, and proxy advisor strategy and engagement.

In contested situations, Morrow Sodali provides proxy solicitation services that include institutional and retail shareholder engagement programs and vote tabulation.

SPACs – Advisory and Solicitation Services

Morrow Sodali is the leading advisor in transactions involving Special Purpose Acquisition Companies (SPACs). The firm helps companies navigate the complexities of the SPAC merger process, providing expertise and technical resources that ensure the process runs smoothly from initial pre-meeting planning through completion.

Notice of Class Action Mailing

When a company needs to notify its shareholders of a Class Action litigation or settlement, Morrow Sodali provides comprehensive administrative services that include printing, mailing and coordinating with all parties to ensure that notices are prepared and mailed in a timely fashion.

Our Experience

03 Jul 2019 Salesforce.com, Inc. (NYSE:CRM) to acquire Tableau Software (NYSE: DATA)

Salesforce.com, Inc. (NYSE:CRM), and Tableau Software (NYSE: DATA), have entered into a definitive agreement under which salesforce.com will acquire Tableau

01 Jul 2019 Pfizer Inc. (NYSE: PFE) to acquire Array BioPharma Inc. (NASDAQ: ARRY)

Pfizer Inc. (NYSE:PFE) and Array BioPharma Inc. (NASDAQ: ARRY) announced they entered into a definitive merger agreement under which Pfizer will acquire Array.

Capabilities

Contested M&A

Information Agent – Tender & Exchange Offers – Equity & Debt

SPACs – Advisory and Solicitation Services

Mergers, Acquisitions and Reorganizations, Domestic and Cross-border

Notice of Class Action Mailing

M&A and Information Agent Services

Morrow Sodali’s successful track record demonstrates the effectiveness of its integrated global services offering for high-profile M&A transactions and other Corporate Actions. When the firm acts as Information Agent for tender and exchange offers, mergers and reorganizations, SPAC (Special Purpose Acquisition Companies) campaigns, class action settlements and cross-border transactions, it can draw upon its full range of services, local expertise and global reach to develop a strategic plan and execute an effective campaign to maximize shareholder support.

Tender and exchange offers, mergers, reorganizations, SPAC campaigns and other extraordinary or contested transactions require carefully planned strategies to ensure an effective outcome. These transactions call upon a broad array of Morrow Sodali advisory and execution capabilities, often in combination with the firm’s well-established Information Agent service.

After years of acting as Information Agent in tender offers and many different types of transactions, Morrow Sodali has developed a proprietary approach to collecting and monitoring data relating to shareholder response. Working with the client company and its other advisors, Morrow Sodali prepares a roadmap for the transaction that projects the likely outcome at the start of the campaign. Over the course of the transaction, the firm assembles data and monitors responses from shareholders, hence permitting an effective response to any deviation that could potentially put the outcome at risk.

When appropriate, the Capital Markets Intelligence team monitors stock trading and arbitrage activities, which can be an important barometer of a transaction’s reception in the marketplace.

Support from Morrow Sodali’s Corporate Governance team can also play a role in high-profile transactions. During the planning stage, the firm’s corporate governance experts review the strengths and weakness in the involved parties’ governance structure and policies, identify key decision-makers and organize outreach and engagement campaigns in support of the transaction.

The role of Information Agent draws upon Morrow Sodali’s highly professional teams trained in proxy solicitation and shareholder response. The Information Agent team oversees every detail of the campaign, including the training and monitoring of experts in call centers providing information to shareholders and investors in accordance with applicable legal guidelines.

Morrow Sodali’s track record of success in these extraordinary transactions, both domestic and cross-border, demonstrates the effectiveness of the firm’s comprehensive integrated approach.

In addition to its Information Agency capabilities, Morrow Sodali brings to mergers and acquisitions its full capabilities in shareholder analysis, strategic stock surveillance, message content, communications, and proxy advisor strategy and engagement.

In contested situations, Morrow Sodali provides proxy solicitation services that include institutional and retail shareholder engagement programs and vote tabulation.

SPACs – Advisory and Solicitation Services

Morrow Sodali is the leading advisor in transactions involving Special Purpose Acquisition Companies (SPACs). The firm helps companies navigate the complexities of the SPAC merger process, providing expertise and technical resources that ensure the process runs smoothly from initial pre-meeting planning through completion.

Notice of Class Action Mailing

When a company needs to notify its shareholders of a Class Action litigation or settlement, Morrow Sodali provides comprehensive administrative services that include printing, mailing and coordinating with all parties to ensure that notices are prepared and mailed in a timely fashion.

Our Experience

03 Jul 2019 Salesforce.com, Inc. (NYSE:CRM) to acquire Tableau Software (NYSE: DATA)

Salesforce.com, Inc. (NYSE:CRM), and Tableau Software (NYSE: DATA), have entered into a definitive agreement under which salesforce.com will acquire Tableau

01 Jul 2019 Pfizer Inc. (NYSE: PFE) to acquire Array BioPharma Inc. (NASDAQ: ARRY)

Pfizer Inc. (NYSE:PFE) and Array BioPharma Inc. (NASDAQ: ARRY) announced they entered into a definitive merger agreement under which Pfizer will acquire Array.