Eagan, MN and New York, NY – February 20, 2018 – Forum Merger Corporation (“Forum”), a special purpose acquisition company, today announced that its stockholders have approved its previously announced merger with C1 Investment Corp. (“ConvergeOne”), a leading global IT services provider of collaboration and technology solutions (the “Business Combination”). At the special meeting of stockholders, held on February 20, 2018, the stockholders of Forum approved the Business Combination, as well as each of the other matters presented for approval in connection with the Business Combination. Forum and ConvergeOne intend to close the Business Combination as soon as reasonably practicable.
Following the closing of the Business Combination, the combined company will be renamed ConvergeOne Holdings, Inc. and its common stock will trade on the Nasdaq under the symbol “CVON” and its warrants will trade on the Nasdaq under the symbol “CVONW”. Clearlake Capital Group, L.P. ("Clearlake"), ConvergeOne's current private equity sponsor, will remain the largest shareholder in the combined company. The combined company will be a “controlled company” under applicable Nasdaq listing rules.
Ellenoff Grossman & Schole LLP served as legal counsel to Forum. Cooley LLP and Hogan Lovells served as legal counsel to ConvergeOne and Clearlake.
About ConvergeOne
Founded in 1993, ConvergeOne is a leading global IT service provider of collaboration and technology solutions for large and medium enterprise with decades of experience assisting customers to transform their digital infrastructure and realize a return on investment. Over 7,200 enterprise and mid-market customers trust ConvergeOne with collaboration, enterprise networking, data center, cloud and security solutions to achieve business outcomes. ConvergeOne’s investments in cloud infrastructure and managed services provide transformational opportunities for customers to achieve financial and operational benefits with leading technologies. ConvergeOne has partnerships with more than 300 global industry leaders, including Avaya, Cisco, IBM, Genesys and Microsoft to customize specific business outcomes. ConvergeOne delivers solutions with a full life cycle approach including strategy, design and implementation with professional, managed and support services. ConvergeOne holds more than 2,100 technical certifications across hundreds of engineers throughout North America including three Customer Success Centers. More information is available at www.convergeone.com.
About Forum
Forum Merger Corporation is a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities. The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic region. Forum Merger Corporation is led by Executive Chairman Stephen A. Vogel, Co-Chief Executive Officer and President Marshall Kiev and Co-Chief Executive and Chief Financial Officer David Boris. More information is available at www.forummerger.com.
About Clearlake
Clearlake Capital Group, L.P. is a leading private investment firm founded in 2006. With a sector-focused approach, the firm seeks to partner with world-class management teams by providing patient, long-term capital to dynamic businesses that can benefit from Clearlake's operational improvement approach, O.P.S.® The firm's core target sectors are software and technology-enabled services; industrials and energy; and consumer. Clearlake currently has over $7.0 billion of assets under management and its senior investment principals have led or co-led over 100 investments. More information is available at www.clearlake.com.
Forward Looking Statements
This press release includes “forward-looking statements” regarding ConvergeOne, its financial condition and its results of operations that reflect ConvergeOne’s current views and information currently available. This information is, where applicable, based on estimates, assumptions and analysis that ConvergeOne believes, as of the date hereof, provide a reasonable basis for the information contained herein. Forward-looking statements can generally be identified by the use of forward-looking words such as “may”, “will”, “would”, “could”, “expect”, “intend”, “plan”, “aim”, “estimate”, “target”, “anticipate”, “believe”, “continue”, “objectives”, “outlook”, “guidance” or other similar words, and include statements regarding ConvergeOne’s plans, strategies, objectives, targets and expected financial performance. These forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are outside the control of Forum, ConvergeOne and their respective officers, employees, agents or associates. These risks, uncertainties, assumptions and other important factors include, but are not limited to: (1) the risk that the Business Combination disrupts current plans and operations of ConvergeOne; (2) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (3) costs related to the Business Combination; (4) changes in applicable laws or regulations; (5) the possibility that ConvergeOne may be adversely affected by other economic, business, and/or competitive factors; (6) ConvergeOne’s ability to identify and integrate future acquisitions; and (7) other risks and uncertainties indicated from time to time in the final prospectus of Forum, including those under “Risk Factors” therein, and other documents filed or to be filed with the Securities and Exchange Commission (“SEC”) by Forum.
Actual results, performance or achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those vary from forward-looking statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as projected financial information, cost savings, synergies and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. All information herein speaks only as of (1) the date hereof, in the case of information about ConvergeOne, or (2) the date of such information, in the case of information from persons other than ConvergeOne. ConvergeOne undertakes no duty to update or revise the information contained herein. Forecasts and estimates regarding ConvergeOne’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part.
Media Contacts:
Scott Clark, Vice President, Marketing, ConvergeOne
651.393.39
sclark@convergeone.com
David Boris
Forum Merger Corporation
212.739.7860
Investor Relations Contact:
ICR for ConvergeOne
William Maina
646.277.1236
William.Maina@icrinc.com
