• The company updated that as of today, it has received letters of intent from institutional investors in the amount of approximately $ 65 million.
• The merger and fundraising are led by the investment company A-Labs Advisory & Finance Ltd., and the Clover Wolf Capital Fund
The parent security company on the way to the Tel Aviv Stock Exchange: ALD, which is traded on the Tel Aviv Stock Exchange, reported on Sunday, February 14, 2001, that it has signed a non-binding agreement in principle with the cyber company HUB Security established by the graduates of 8200 81.
The company was founded in 2017 by a number of founders, including Eyal Moshe, the company’s CEO, and Andrei Yarmanko, the VP of technology, and its shareholders include the global insurance company AXA, the investment fund OurCrowd and other investors.
HUB has an advanced encrypted computing solution for companies and organizations that aims to prevent hostile intrusion and protect sensitive commercial information. Both companies believe that there is a synergistic connection between the technological innovation of the cyber company, and the significant customer base and the developed local and international sales infrastructure of ALD.
Eyal Moshe, CEO and founder of HUB, told FUNDER: ‘This is one of those rare cases where a merger is natural and there is a complete synergy of one and another one equals five. “The merger with ALD will give us a global marketing infrastructure that would have taken us at least three years to set up on our own and set foot in potential customers from the world’s leading names, including governments, insurance companies, banks and more.”
Dotan Moshe, Deputy CEO of ALD, added that “HUB is an extraordinary growth engine that is building on the stable business infrastructure we have built over 36 years and close relationships with huge customers. It is a classic blend of a strong base with a growth engine that meets all the needs of our global customers. “
Doron Cohen, Managing Partner and CEO of A-Labs Leading the merger and acquisition, he said: “Every capital market expert knows: even great mergers can fail if there is no strong personal connection in addition to the business synergy. In this case, there is a rare human connection between the parties that makes us believe in the successful future of the merger. ”
The document of principles stipulates that the merger between the company and the cyber company will be carried out at an estimated value of approximately $ 105 million not fully diluted before the money to the merged company immediately after the merger and approximately $ 145 million immediately after raising capital to complete the merger and as a condition for its completion. Upon completion of the merger, HUB will become the controlling shareholder in the merged company with 51% of its shares and a majority on the board of directors.
The planned raising will be carried out according to a prospectus by means of a non-uniform offer published by the company and will be guaranteed in part by underwriting, according to which NIS 40 million will be raised from institutional investors, in addition to investors A sale offer made at the same time.
The company also updated that as of today, it has received letters of intent from institutional investors in the amount of approximately $ 65 million.
In addition, the document of principles regulates additional allocations to stakeholders in the merging companies and their employees and details about the number of directors who will serve on behalf of each party and on behalf of the institutional investors on the company’s board of directors. It was further stipulated that the founder of ALD, Sigmund Belubband, will serve as chairman of the board of directors of the merged company.
As is customary in such transactions, the document of principles is subject, inter alia, to the signing of a detailed agreement between the parties, due diligence, valuations, approval of a general meeting of shareholders in the company, including approval of a transaction in which the controlling shareholder has a personal interest. Value in Tel Aviv Ltd. The final completion date for the merger transaction is set for May 31, 2021 (or a later date of up to an additional 60 days as agreed by the parties).