AvePoint announces the expiration and results of the offer to purchase and tender offer with respect to its warrants

JERSEY CITY, NJ, Sept. 26, 2024 (GLOBE NEWSWIRE) — AvePoint (Nasdaq: AVPT, AVPTW), a global leader in reliable data management and governance, today announced the expiration of its offer to purchase (the “Offer”) all outstanding Warrants (defined below) at a purchase price of $2.50 per Warrant in cash, net of interest.

AvePoint’s offer to acquire 17,576,241 publicly traded warrants that were issued by public offering and sold as units in the initial public offering of Apex Technology Acquisition Corporation (“Apex”) completed on September 19, 2019 and which entitle holders of warrants to purchase one share of AvePoint common stock, par value $0.0001 per share, with an exercise price of $11.50, subject to certain adjustments (the “Warrants”), expired at 12:00 p.m. Eastern Time at the close of business on December 24 September, 2024 (“Expiration Date”).

AvePoint has been informed that as of the Expiration Date, 1,596,314 Warrants have been validly tendered and validly withdrawn, representing approximately 9.1% of the outstanding Warrants. The Company has accepted for purchase all validly offered Warrants and expects immediate settlement of such purchase. Under the terms of the Offer, holders of Warrants validly tendered and invalidly withdrawn prior to the Expiration Date will receive $2.50 for each Warrant tendered. The Company expects to pay approximately $4.0 million in aggregate cash to purchase the validly tendered Warrants.

AvePoint has also requested consent (the “Invitation to Consent”) to amend the Warrant Agreement dated September 16, 2019 between Apex and Continental Stock Transfer & Trust Company (the “Warrant Agreement”), which governs all Warrants, to permit AvePoint to redeem each remaining Warrant not auctioned in the Offer for $2.00 cash, net of interest, which is approximately 20% less than the price prevailing in the Offer (such amendment, a “Warrant Amendment”). Pursuant to the terms of the Warrant Agreement, the adoption of the Warrant Amendment required the consent of the holders of at least 50.1% of the then outstanding Warrants.

As of the Expiration Date, the parties representing the holders of approximately 9.1% of the outstanding Warrants agreed to the amendment to the Warrant in the Consent Notice. Accordingly, because the holders of less than 50.1% of the outstanding Warrants consented to the Warrant Amendment in the Consent Notice, the Warrant Amendment was not approved.

The offer and solicitation of consent were made pursuant to an Offer to Purchase, initially dated August 27, 2024 (the “Offer to Purchase”), and a combined Tender Offer Statement and Transaction Statement pursuant to Rule 13e-3 of Schedule TO (the “TO Schedule” “”), originally dated August 27, 2024, each as amended and supplemented from time to time, each of which has been filed with the U.S. Securities and Exchange Commission (the “SEC”) and further set forth in the terms of the Solicitation and Consent. AvePoint will file a final amendment to its TO Schedule to disclose the final results of the Offering.

The Company’s common stock and warrants are traded on the Nasdaq Stock Market LLC under the symbols “AVPT” and “AVPTW,” respectively.

Evercore Group LLC served as Dealer Manager for solicitation of offers and consents. Sodali & Co. was the information agent for the solicitation and consent, and Continental was the ordering agent for the solicitation and consent.

Reservation

This announcement is for informational purposes only and does not constitute an offer to purchase or an invitation to submit an offer to sell the Warrants. The Offer and Request for Consent have been made solely as part of the Schedule TO and the Offer to Purchase and the full terms of the Offer and Request for Consent are set out in the Schedule TO and the Offer to Purchase.

About AvePoint:

Securing the future. AvePoint is a global leader in data management and governance, and more than 21,000 customers around the world rely on our solutions to modernize their digital workplace across Microsoft, Google, Salesforce and other collaboration environments. AvePoint’s global channel partner program includes more than 3,500 managed service providers, value-added resellers and system integrators, and our solutions are available in more than 100 cloud markets. To learn more, visit www.avepoint.com.

Forward-looking statements:

This press release contains certain forward-looking statements that are subject to risks, uncertainties and other factors. All statements other than statements of historical fact are statements that may be considered forward-looking statements, including statements regarding the timing and amount of payment for the purchase of validly tendered Warrants. These forward-looking statements typically are identified by the words “believe”, “project”, “expect”, “anticipate”, “estimate”, “intend”, “strategy”, “future”, “opportunity”, “plan”, “may ”, “should”, “will”, “would”, “will”, “will continue”, “will likely result in” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and are therefore subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements contained in this press release, including, but not limited to: changes in the competitive and regulated industries in which AvePoint operates, differences in competitors’ operating results, changes in regulations and regulations affecting AvePoint’s business and changes in AvePoint’s ability to execute its business plans, forecasts, ability to identify and pursue additional opportunities and the risk of downturns in the market and technology industry. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of AvePoint’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Copies of these and other documents filed by AvePoint from time to time are available on the SEC’s website, www.sec.gov. These documents identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to place undue reliance on forward-looking statements, and AvePoint undertakes no obligation and disclaims any intention to update or revise these forward-looking statements after the date of this publication, whether as a result of new information, future events or otherwise , except as required by law. AvePoint gives no guarantee that it will meet your expectations. Unless the context otherwise requires, references in this press release to the terms “AvePoint”, “Company”, “we”, “our” and “us” refer to AvePoint, Inc. and its subsidiaries.

Contact for investors
AvePoint
Jamie Arestia
[email protected]
(551) 220-5654

Contact with the media
AvePoint
Nicole Caci
[email protected]
(201) 201-8143