OpenText Buys Carbonite, Inc.

Published: Dec 24, 2019 8:35 a.m. ET


WATERLOO, Ontario, Dec. 24, 2019 (Canada NewsWire via COMTEX) -- OpenTextTM OTEX, +0.62% (OTEX), "The Information Company," announced today that it has completed the closing of the previously announced acquisition of Carbonite, Inc. ("Carbonite"), provider of cloud-based subscription data protection, backup, disaster recovery and endpoint security to small and medium-sized businesses and prosumers.

"I am delighted to announce today the completion of the Carbonite acquisition and warmly welcome Carbonite customers, partners, and employees to OpenText. Combined, we will be able to provide our customers the first end-point platform that offers data protection, endpoint security, intrusion detection and digital forensics - ensuring cyber resiliency and trusted innovation," said Mark J. Barrenechea, OpenText CEO & CTO. "Carbonite brings a world-class channel organization and partners, allowing OpenText to bring EIM to all size customers including SMB to prosumers."

Barrenechea further added, "We have confidence in our ability to integrate, innovate and grow the business. As previously highlighted, we are targeting for Carbonite to be on our operating model by the end of Fiscal 2021, or sooner. We expect strong cloud growth and cash flow expansion from the acquisition."

Preliminary Financial Overview

OpenText expects Carbonite to contribute no material revenue or operating expenses over the holiday season between December 24(th) and 31(st), within the current quarter (Fiscal 2020 Q2). Further financial projections from OpenText, as well as updated target models, will be provided when the company reports its second quarter Fiscal 2020 financial & business results.

Terms of the Acquisition

-- The tender offer for all outstanding Carbonite shares for $23.00 per share in cash is now complete, Carbonite is now a wholly-owned subsidiary of OpenText -- Total purchase price of approximately $1.45 billion, inclusive of Carbonite's cash and debt -- The total purchase price is approximately 2.9x TTM (Trailing Twelve Months) Carbonite GAAP revenues (as of September 30, 2019), inclusive of annualized full-year reported Webroot GAAP revenues, a significant acquisition by Carbonite which closed in March 2019 -- Current Carbonite Reported Annual Recurring Revenues (ARR) of 90% -- Accretive and expected to be on the OpenText operating model by end of Fiscal 2021 or sooner -- Funded with OpenText's existing cash on hand and debt revolver -- Estimated OpenText net leverage ratio at the closing of approximately 2.5x, with an expectation to return to less than 2x net leverage during the next 4-6 quarters
About OpenText

OpenText, The Information CompanyTM, a market leader in Enterprise Information Management software and solutions, enabling companies to manage, leverage, secure and gain insight into their enterprise information, on-premises or in the cloud. For more information about OpenText (nasdaq/tsx:OTEX) visit www.opentext.com.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release, including statements regarding OpenText's acquisition of Carbonite, OpenText's plans, objectives, expectations and intentions relating to the acquisition, the acquisition's expected contributions to OpenText's results and OpenText's net leverage, the expected size, scope and growth of OpenText's operations and the markets in which it will operate, expected synergies, as well as the expected benefits of the acquisition, impact on future financial performance including in respect of cloud revenues, cloud margins, adjusted EBITDA, and cash flows, may contain words considered forward-looking statements or information under applicable securities laws. These statements are based on OpenText's current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which the company operates. These statements are subject to important assumptions, risks and uncertainties that are difficult to predict, and the actual outcome may be materially different. OpenText's assumptions, although considered reasonable by the company at the date of this press release, may prove to be inaccurate and consequently, its actual results could differ materially from the expectations set out herein. For additional information with respect to risks and other factors, which could occur, see OpenText's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings with the SEC and other securities regulators. Unless otherwise required by applicable securities laws, OpenText disclaims any intention or obligations to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Copyright ?2019 Open Text. OpenText is a trademark or registered trademark of Open Text. The list of trademarks is not exhaustive of other trademarks. Registered trademarks, product names, company names, brands and service names mentioned herein are the property of Open Text. All rights reserved. For more information, visit: http://www.opentext.com/who-we-are/copyright-information.

Note: All dollar amounts in this press release are in US dollars unless otherwise indicated.

OTEX-MNA

For more information, please contact:

Harry E. BlountSenior Vice President, Investor RelationsOpen Text Corporation415-963-0825investors@opentext.com

Chris PlunkettVice President, Global CommunicationsOpen Text Corporation519-497-0742publicrelations@opentext.com

View original content:http://www.prnewswire.com/news-releases/opentext-buys-carbonite-inc-300979257.html

SOURCE Open Text Corporation

View original content: http://www.newswire.ca/en/releases/archive/December2019/24/c3998.html

SOURCE: Open Text Corporation

SOURCE: Carbonite, Inc.

Copyright (C) 2019 CNW Group. All rights reserved.

Any thoughts on merger and lawsuits? I’m holding out short if merger busts!

Anyone follow this anymore???

Carb/OpenText merger. With pending lawsuits can anyone offer insight on what might happen to the proposed merger? If offer expires stock could plummet? Are short options a good buy here or a waste?

$CARB great article Carbonite Inc Nasdaq Carb Short Squeeze

CARB bullish 16.10



normal chart


log chart

CARB holding tough so far today in the down market, but the chart very mixed. A ungrade or positive news story would help greatly.



CARB

Great. The creditors gave them permission to get it going.

Hoping for some upside movement.



CARB

From the 8-K today:

"Item 1.01 Entry into a Material Definitive Agreement.

On May 22, 2015, Carbonite, Inc. (the "Company") entered into a First Amendment to the Credit Agreement, with Silicon Valley Bank (the "Amendment"), which amends the Company’s existing Credit Agreement, dated as of May 6, 2015, with Silicon Valley Bank (the "Original Agreement;" as amended, the "Agreement"). The Amendment eliminates from the events which constitute a Change of Control and, consequently, an Event of Default, the replacement, under specified circumstances, of a majority of the Company’s Board of Directors. The Amendment also allows the Company to repurchase its capital stock pursuant to a Board approved stock repurchase plan, so long as the total of such repurchases does not exceed $20 million during the term of the Agreement and the Company remains in pro forma compliance with the financial and other covenants of the Agreement."

Share buy back would be great news.

CARB

Follow the insiders. Slew of insider buys beginning April 21st:

http://finance.yahoo.com/q/it?s=CARB+Insider+Transactions

CARB

Carbonite, Inc. Announces $20 Million Share Repurchase Program

BOSTON, May 14, 2015 (GLOBE NEWSWIRE) --

Carbonite, Inc. (Nasdaq:CARB), a leading provider of cloud and hybrid business continuity solutions for small and midsize businesses announced that its Board of Directors has authorized a share repurchase program for up to an aggregate of $20 million of the company's outstanding common stock. Pursuant to the stock repurchase program, which is designed to return value to Carbonite's shareholders, the company will repurchase shares from time to time on the open market or in privately negotiated transactions beginning on May 15, 2015 and continuing through May 15, 2018.

"This share repurchase program, in addition to the investments we are making in the business, reflects our confidence in Carbonite's long-term growth strategy," said Mohamad Ali, President and Chief Executive Officer. "Driven by the strength of our balance sheet and our demonstrated ability to generate strong cash flows, this broader capital allocation strategy expands our ability to provide increased value to shareholders."

The company expects to fund the program using the company's cash on hand and cash generated from operations. The program may be extended, suspended or discontinued at any time without prior notice.

Cautionary Language Concerning Forward-Looking Statements

This Press Release contains "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent the Company's views as of the date they were first made based on the current intent, belief or expectations, estimates, forecasts, assumptions and projections of the Company and members of our management team. Words such as "expect," "anticipate," "should," "believe," "hope," "target," "project," "goals," "estimate," "potential," "predict," "may," "will," "might," "could," "intend," variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Those statements include, but are not limited to, statements regarding guidance on our future financial results and other projections or measures of future performance. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond the Company's control. The Company's actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including, but not limited to, the Company's ability to profitably attract new customers and retain existing customers, the Company's dependence on the market for cloud backup services, the Company's ability to manage growth, and changes in economic or regulatory conditions or other trends affecting the Internet and the information technology industry. These and other important risk factors are discussed under the heading "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 filed with the Securities and Exchange Commission, which is available on www.sec.gov. Except as required by law, we do not undertake any obligation to update our forward-looking statements to reflect future events, new information or circumstances.

About Carbonite

Carbonite (Nasdaq:CARB) is a leading provider of cloud and hybrid business continuity solutions for small and midsized businesses. Together with our partners, we support more than 1.5 million individuals and businesses around the world who rely on us to ensure their important data is protected, available and useful. To learn more about Carbonite, our partner program, and our award-winning backup, recovery and archiving solutions, visit us at Carbonite.com.

CONTACT: Investor Relations Contact:
Emily Walt
Carbonite
617-927-1972
ewalt@carbonite.com

Media Contact:
Megan Wittenberger
Carbonite
617-421-5687
media@carbonite.com


Source: Carbonite, Inc.

Read more: http://www.nasdaq.com/press-release/carbonite-inc-announces-20-million-share-repurchase-program-20150514-00561#ixzz3a7kOGTXc
__________________________________________

CARB

About time for CARB to bounce back. Sold prior to earnings but had bought back in after. Light guidance. Very oversold on intra-day:



CARB

MACD cross-over today and insider buys last week. To stay in for earnings?



CARB

SAR flip this morning:



CARB

CARB holding green so far on a very down Wall Street day.

CARB

Carbonite will remain an independent company — for now

Apr 16, 2015, 11:16am EDT

Carbonite, a Boston-based online backup firm, said Thursday that it ended a process to explore a potential sale of the company.
In early January, Carbonite (Nasdaq: CARB) said that it would explore a "broad range of strategic alternatives." The company retained Deutsche Bank Securities Inc., Foley & Lardner LLP and Sidley Austin LLP to facilitate a comprehensive review to maximize value for shareholders.
“We ran a robust process under the direction of our board of directors and independent advisors to ensure that all options available to deliver optimum shareholder value were thoroughly explored,” said Todd Krasnow, lead independent director, in a statement.
Earlier this month, California-based J2 Global said that it would be interested in acquiring only Carbonite's endpoint business. J2 — which owns a variety of cloud-related and media companies — said in March that it would drop its $415 million bid for Carbonite.
Shares of Carbonite were down 5 percent Thursday morning to $10.97.
Carbonite also said Thursday that it expects first quarter revenue to exceed the high end of its previously provided guidance range of $31.9 million to $32.1 million. The company also reaffirmed annual guidance that total revenue for 2015 will be within or above the range of $137 million to $138 million.
Industries: Banking & Financial Services, Human Resources, Technology
_________________________________

CARB

Oversold on RSI, CCI and Wm%R:



CARB

Bought into Carbonite today. New info from SA:

___________________________________________________

Carbonite -9.1%; strategic review ended, Q1 sales pre-announced

Apr 16 2015, 10:21 ET | About: Carbonite Inc. (CARB) | By: Eric Jhonsa, SA N

"After extensive discussions with interested parties, the interests expressed were unlikely to lead to an acquisition of the entire Company and did not present an attractive alternative to the Company's stand-alone plan," says Carbonite (NASDAQ:CARB). "As a result, the board of directors unanimously determined that it is in the best interest of Carbonite and its shareholders to continue its present strategic course..."Carbonite's decision comes 2 weeks after J2 Global stated it's only interested in buying Carbonite's endpoint protection service ops, and not the entire company.Overshadowed by the strategic review announcement: Carbonite now expects Q1 revenue to top a prior guidance range of $31.9M-$32.1M and EPS to beat prior guidance of -$0.07 to -$0.09; consensus is at $32M and -$0.08.Full-year revenue and EPS are expected to be "within or above" prior guidance ranges of $137M-$138M and $0.08-$0.10. Q1 results are due on April 28.
_____________________________________________

http://seekingalpha.com/news/2430636-carbonite-minus-9_1-percent-strategic-review-ended-q1-sales-pre-announced

CARB

Nice 12 month recovery. Doubled $ here.

Selling off today. It was a fun ride.

to sell or not to sell...maybe I'll sell half.

any thoughts?
Andy

Picking up a few under 7$ today.

damnnnnnnnnnnnn-it!

missed my buys by .20 today. rrrrrrrr, would of been a nice flip already...

back to my buy area here. last go around, played this $8s to $10.50. looks like it's time for round2...lets see if i can get some mid $6s...

Totally agree with your assessment. As you referenced many loyal listeners of a certain radio show host dumped their service when carb dropped as an advertiser. I am one of the customers who did so. I also sold my shares before the major fallout. After the 10q, i think this stco will botto
Out and begin a slow recovery. This will be a good buy a week or two(selloff) after carb reports.

~ Tuesday! $CARB ~ Q1 Earnings posted, pending or coming soon! In Charts and Links Below!

~ $CARB ~ Earnings expected on Tuesday *
Want more like this? Search Keyword: MACMONEY >>> http://tinyurl.com/MACMONEY <<<
One or more of many earnings sites has alerted this security has or will be posting earnings on or around the day of this message.








http://stockcharts.com/h-sc/ui?s=CARB&p=D&b=3&g=0&id=p88783918276&a=237480049




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Finviz: http://finviz.com/quote.ashx?t=CARB
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http://investorshub.advfn.com/boards/post_prvt.aspx?user=251916

*If the earnings date is in error please ignore error. I do my best.

Hi all:

First time to this board. I am deep, deep under water on this stock, what a frigging disappointment. Now to make it worse, I signed up for the service and was having my laptop backed up for several months, low and behold my computer crashed, just before tax time, I bought a new computer and hoping to get all of my tax records restored. The restoration was pure garbage, I couldn't use it.

Now I see why this stock is in the SEWER, a little to late.

Slip, slidin' away.

rollin, rollin, rollin...

10.68 +0.440 (+4.30%)

10.25 +0.55 (+5.67%)

carb still steaming forward on a day like this...

9.73 +0.360 (+3.84%)

my low $8 buys are lookin delicious...

I'm not comparing nflx to carb. I am saying that an event where a company loses a lot of customers over a public event will cause a loss in the stock over the momentary emotion of the situation then later, once the company releases financial statements detailing the actual effect of the customer migration, there will be another response by the market. The direction of this second loss will relate to the actual results and often the emotional response will not fully realize the actual effect.

I used NFLX as a case in point in that they both lost customers in a highly publicized event and both stocks suffered with the news. That isn't over-analyzing... that's generalizing and establishing trends that can be repeated.

your over analyzing this company. comparing nflx with carb is a joke lol

It bottomed for now... like i said.. everything till now is on simple emotion. Wait for the reality check when financials start showing the bottom line of this idiocy.

Wanna preview? Check out Netflix NFLX. It suffered on the news of members leaving then got hit again when quarterly returns showed the impact. and that was just on a price hike. Imagine the impact when principals are involved. This was a bad business decision that CARB and its shareholders will be paying for for quite some time.

http://mashable.com/2011/10/24/netflix-loses-800000-customers-in-quarter/

carb bottomed last wk...only one way to go

You think it's bad now, wait till people read the 10Q for the first quarter of this year. They will have to disclose how many accounts they lost but you can bet that many (and I mean MANY) of the customers CARB got by advertising will be gone by the end of this month. To date, selling has been emotional. After May 15th, it will be fundamental with the downward revised numbers. Say... anyone know if Mosey is public?

bottom in imo!!!

500 more shares @8.15 for me...i love me some cheap CARBs

Yeah - read this story today - LMAO

Serves them right IMO - hope this drops another 10% on Tuesday -

Looks like the decision to drop Rush isnt working out so well for CARB, LOL.

i agree macdgyver. im grabbing as many $9s as i can...will not be going much lower imo. only one way to go!

~ $CARB ~ Possibly going long scan results (Daily and Weekly) for for the week of March 1st 2012 - Daily and Weekly views.

Chart results for you to ponder with me.. These are technical scans only, Click next or previous at the top of the page to see my others. Twitter: @MACDgyver ---> CARB <---
Keyword: MACDscan ----> http://tinyurl.com/MACDscan

Household name.. Looking for a bounce here I think.

this could be a nice little gem. seems like bottom is here.

Good product. I use it, lose your hard drive once anf you'll wish you had.