M&A - Informatica Inc.

Form Type: PREM14C

Filing Date: 2025-07-03

Corporate Action: Merger

Type: New

Accession Number: 000119312525155517

Filing Summary: Informatica Inc. has filed a Preliminary Information Statement regarding a merger agreement with Salesforce, Inc. and its wholly-owned subsidiary, Phoenix I Merger Sub, Inc. The merger will result in Informatica becoming a wholly owned subsidiary of Salesforce. Under the terms of the agreement, shareholders of Class A Common Stock and Class B-1 Common Stock will receive $25.00 per share in cash, while Class B-2 Common Stock will receive $0.0000100115 per share. In addition, shares owned by Informatica and its affiliates will be canceled without payment. The Informatica Board unanimously approved the merger, deeming it in the best interests of the company and its shareholders. Shareholder approval was achieved through written consent from lead investors holding approximately 63% of the voting power. The merger is projected to be completed early in Salesforce's fiscal year 2027, subject to regulatory approvals and other conditions. Appraisal rights are available for shareholders who do not vote in favor of the merger.

Form Type: 8-K

Filing Date: 2025-05-28

Corporate Action: Merger

Type: New

Accession Number: 000119312525128808

Filing Summary: On May 26, 2025, Informatica Inc. entered into a Merger Agreement with Salesforce, Inc. and Phoenix I Merger Sub, Inc., under which Merger Sub will merge with Informatica, resulting in Informatica as a wholly-owned subsidiary of Salesforce. The merger was approved by the boards of both companies and the majority of shareholders through written consents. Shareholders of Informatica will receive $25.00 in cash for each share of Class A and Class B-1 common stock, while Class B-2 shareholders will receive a smaller cash amount per share. The agreement includes provisions for the treatment of Informatica equity awards, specifying how options and restricted stock units will be handled post-merger. The completion of the merger is subject to customary conditions, including regulatory approvals and absence of legal impediments. The companies are required to file an information statement with the SEC about the merger.

Form Type: 8-K

Filing Date: 2025-05-27

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525126272

Filing Summary: On May 27, 2025, Informatica Inc. announced that it has entered into a definitive agreement with Salesforce, Inc. for Salesforce to acquire Informatica. The merger agreement, dated May 26, 2025, stipulates that Salesforce’s wholly owned subsidiary, Phoenix I Merger Sub, Inc., will merge with and into Informatica, with Informatica continuing as a wholly owned subsidiary of Salesforce. The document discusses the implications of the merger, potential risks, and the necessity for regulatory approvals.