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Carbonite Closes Acquisition of Webroot, Inks New Financing Package with Barclays

March 27, 2019, 09:10 AM
Filed Under: Mergers & Acquisitions

Carbonite, Inc., a leading cloud-based data protection provider, today closed its previously announced acquisition of Webroot Inc. The combination of cloud-based backup and recovery with cloud-based cybersecurity introduces a new approach to data protection for the endpoint.

The total purchase price for Webroot was $618.5 million in cash, as adjusted with respect to cash, debt, transaction expenses and working capital. The purchase price was funded with existing cash on hand and funds secured under a new financing package.

On March 26, Carbonite entered into a credit agreement with Barclays Bank PLC, as administrative agent and certain other lenders, which provides a term loan facility of $550.0 million and a revolving credit facility of $130.0 million, including a $15.0 million sub-limit for letters of credit.

The Credit Agreement permits the Company to obtain incremental term loans and incremental revolving commitments of up to $150.0 million plus an additional unlimited amount so long as the Company does not exceed a specified pro forma secured net leverage ratio, in either case provided the existing or additional lenders are willing to provide such additional term loans or increased revolving commitments and subject to other terms and conditions.

The revolving facility under the Credit Agreement matures 91 days prior to the maturity of the Company’s outstanding convertible notes, unless such convertible notes have been redeemed or discharged prior to such date on the terms set forth in the Credit Agreement, in which case the revolving facility matures on March 26, 2024.

The term loans under the Credit Agreement mature 91 days prior to the maturity of the Company’s outstanding convertible notes, unless such convertible notes have been redeemed or discharged prior to such date on the terms set forth in the Credit Agreement, in which case the term loans mature on March 26, 2026. The facilities under the Credit Agreement are secured by substantially all of the Company’s assets and contain customary affirmative and negative covenants, including, among others, certain limitations on the incurrence of indebtedness, guarantees and liens, the making of investments, acquisitions and dispositions, the payment of dividends and the repurchase of capital stock and the repayment, redemption or amendment of subordinated debt.







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