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IL

Intralinks

$13.12

1.85 (16.42%)

, SNCR

Synchronoss

$42.59

-6.41 (-13.08%)

17:05
12/06/16
12/06
17:05
12/06/16
17:05

Vitalogy Capital Partners says opposed to Intralinks sale to Synchronoss

Vitalogy Capital Partners, a Chicago-based alternative investment firm, sent the following letter to the Board of Directors of Intralinks Holdings (IL) in response to its acquisition by Synchronoss Technologies (SNCR) announced earlier: "To the Board of Directors of Intralinks: As you know, Vitalogy has been a constructive, behind-the-scenes shareholder attempting to help the Company effectuate change and create value. We have had extensive correspondence with Intralinks' senior management team and select board members between April and August 2016, including a discussion with select board members at the Company's Annual General Meeting on July 26th. Through our dialogue, we have attempted to highlight the value that can be created by sharpening the Company's corporate messaging to highlight its improving fundamentals, as well as running a parallel process of engaging a reputable investment banking firm to sell the company to the highest bidder. While we applaud the agreement to sell the company that you announced today, we have significant concerns with the sale process and the transaction with Synchronoss Technologies, which we believe is flawed in many respects. The acquisition premium of ~17% is inadequate compared to the 20-day unaffected share price premium offer in comparable transactions. Moreover, the acquirer is paying a very low multiple of ~2.6x and ~12x enterprise value to sales and EBITDA respectively, using 2017E metrics. These are inadequate multiples for a SaaS business in the midst of a successful business transition, especially in light of the buyer paying 7.5x projected 2017E EBITDA, including synergies. No effort by Intralink's management and board was undertaken to determine whether a superior offer exists, as evidenced by the absence of a go-shop provision. Unwillingness by management to answer a direct question on the transaction conference call regarding whether the company conducted a competitive auction process. In addition, Ron Hovsepian, the current CEO of Intralinks, will become CEO of the pro-forma company. It is well known that CEOs of target companies often negotiate for lower acquisition consideration for their own shareholders in order to secure preferential treatment in the successor business. Looking at the record, we believe Synchronoss' standalone business is in a precarious position, with its founder stepping down and challenging fundamentals. We believe Synchronoss is desperate to acquire Intralinks in order to diversify its business. We also believe that a substantial Intralinks shareholder with board representation was a forced seller, due to the upcoming expiration of its fund, which likely accelerated the sale process and created a difficult negotiating dynamic. Until Intralinks' shareholders receive satisfactory disclosure and background regarding the strategic alternatives that the Company's Board considered, as well as information about Ron Hovsepian's new compensation and accompanying agreements, which cannot be realized under the customary disclosure through a tender document, we believe that selling the Company for $13 per share is a sub-optimal outcome. Although Intralinks shares are trading above the current transaction price, we ask other shareholders to stand with us in demanding additional transparency and higher consideration. Clearly, we are encouraged that Intralinks' Board of Directors has taken the important step of selling the Company as a means to create shareholder value, but we are deeply concerned by the price, terms, and structure of the transaction. Under these conditions, the sale of Intralinks, for $13 per share, is inadequate. As always, you have my contact information. I look forward to speaking with you soon. Best, Jonathan Tunick Chief Executive Officer, Vitalogy Capital Partners."

IL

Intralinks

$13.12

1.85 (16.42%)

SNCR

Synchronoss

$42.59

-6.41 (-13.08%)

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IL Intralinks
$13.12

1.85 (16.42%)

05/04/16
CHLM
05/04/16
DOWNGRADE
Target $9
CHLM
Hold
Intralinks downgraded to Hold from Buy at Craig-Hallum
Craig-Hallum analyst Jeff Van Rhee downgraded Intralinks to Hold and lowered his price target to $9 from $12 citing weak bookings in EMEA. The analyst views forward guidance as achievable, but challenging, and views risk/reward as less appealing.
08/04/16
CHLM
08/04/16
UPGRADE
Target $9
CHLM
Buy
Intralinks upgraded to Buy from Hold at Craig-Hallum
Craig-Hallum analyst Jeff Van Rhee upgraded Intralinks to Buy with a $9 price target saying he underestimated the significant near-term sales hiring and operating leverage and how quickly it would have a positive impact. Intralinks has added 22% more sales capacity since the beginning of the year with an increasingly building pipeline, and is taking costs out of the business at an impressive rate. Van Rhee sees sizable margin, earnings, and cash flow upside versus expectations.
09/22/16
JMPS
09/22/16
INITIATION
Target $13
JMPS
Outperform
Intralinks initiated with an Outperform at JMP Securities
JMP Securities analyst Greg McDowell started Intralinks Holdings with an Outperform rating and $13 price target. The company has been executing well on its strategy and the valuation is compelling at current share levels, McDowell tells investors in a research note.
12/06/16
JMPS
12/06/16
DOWNGRADE
JMPS
Market Perform
Intralinks downgraded to Market Perform from Outperform at JMP Securities
Intralinks (IL) is being acquired by Synchronoss (SNCR) for $13 per share.
SNCR Synchronoss
$42.59

-6.41 (-13.08%)

08/10/16
SPHN
08/10/16
INITIATION
Target $50
SPHN
Overweight
Synchronoss initiated with an Overweight at Stephens
Stephens analyst Samad Samana initiated Synchronoss with an Overweight rating and $50 price target.
08/10/16
08/10/16
INITIATION

On The Fly: Top five analyst initiations
Catch up on today's top five analyst initiations with this list compiled by The Fly: 1. Adobe (ADBE) initiated with an Overweight at Stephens. 2. Royal Dutch Shell (RDS.A) coverage resumed with a Market Perform at Raymond James. 3. Sientra (SIEN) resumed with a Market Perform at William Blair. 4. Synchronoss (SNCR) initiated with an Overweight at Stephens. 5. AdvancePierre Foods (APFH) initiated with an Overweight at Morgan Stanley. This list is just a portion of The Fly's analyst coverage. To see The Fly's full Street Research coverage, click here.
10/12/16
DRXL
10/12/16
NO CHANGE
Target $48
DRXL
Buy
Synchronoss' Enterprise Mobility platform gaining traction, says Drexel Hamilton
Drexel Hamilton analyst Greg Mesniaeff's industry checks indicate Syncrhronoss' Enterprise platform is starting to gain traction at Verizon and some verticals and is modeling a modest $10M contribution for 2016. Mesniaeff believes Synchronoss is on track to slightly exceed his Q3 estimate of 66c/$177M, consensus is 67c/$178M.
11/08/16
JPMS
11/08/16
NO CHANGE
Target $65
JPMS
Overweight
Synchronoss price target raised to $65 from $56 at JPMorgan
JPMorgan analyst Sterling Auty raised his price target for Synchronoss Technologies to $65 saying the company's activation business review would lead to a higher multiple. If the unit is sold, the market will likely assign a higher multiple on the remaining cloud business, Auty tells investors in a post-earnings research note. He keeps an Overweight rating on Synchronoss.

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