subslover
5 months ago
Brad Jacobs to Lead Equity Investment of $1 Billion in SilverSun Technologies and Pursue Acquisitions in an Industry to be Announced Later
Jacobs to Become Chairman and Chief Executive Officer
Company to Become Platform for Jacobs' New Venture after Spinning Off Existing SilverSun Business
GREENWICH, CT and EAST HANOVER, NJ / ACCESSWIRE / December 4, 2023 / SilverSun Technologies, Inc. (Nasdaq:SSNT) ("SilverSun" or the "Company") and Jacobs Private Equity II, LLC ("JPE"), which is led by Brad Jacobs, today announced that they and minority co-investors have entered into an investment agreement (the "Investment Agreement"), pursuant to which JPE and the minority co-investors will invest $1 billion in cash into SilverSun. The proposed equity investment is comprised of $900 million by JPE and $100 million by co-investors, including Sequoia Heritage.
Upon the closing of the equity investment, JPE will become the majority stockholder of SilverSun and Jacobs will become the Company's chief executive officer and chairman of its board of directors. The Investment Agreement also provides for the spin-off of the Company's existing business to SilverSun stockholders as of a record date that is expected to be one day prior to the closing of the investment. The remaining Company will become a standalone platform for significant acquisitions in an industry to be announced soon, along with the company's new name.
Jacobs said, "I'm excited to start building another multibillion-dollar company from scratch. Soon, I'll be providing more information about my new venture and industry, and the strategy we plan to execute."
Jacobs has completed approximately 500 M&A transactions in his career, and built five multi-billion dollar, publicly traded companies to date: XPO, Inc., one of the largest providers of less-than-truckload services in North America; GXO Logistics, Inc., the largest pure-play contract logistics provider in the world; RXO, Inc., a leading tech-enabled freight brokerage platform; United Rentals, Inc., the world's largest equipment rental company; and United Waste Systems, Inc., the fifth largest U.S. waste management company at the time of its sale.
Each of these companies has a history of attracting world-class talent, establishing advantages through technology, and scaling up through accretive capital allocations for M&A and organic growth.
The Investment Agreement
Under the terms of the Investment Agreement, the Company will, shortly after the closing of the investment, separate ("spin off") the existing SilverSun business as SilverSun Technologies Holdings, Inc. (the "spin-off company") and distribute all shares of the spin-off company to the stockholders of SilverSun as of a record date that is expected to be one day prior to the closing of the equity investment. The Company will also effect an 8:1 reverse stock split prior to the closing of the equity investment. Upon the closing of the investment and the effectiveness of the reverse stock split, JPE, Sequoia Heritage and the other co-investors will have: (i) voting, convertible preferred stock that, in aggregate, is convertible into approximately 219 million shares of the Company's common stock at a price of $4.57 per share (equivalent to $0.57 per share pre-split); and (ii) warrants to purchase an additional approximately 219 million shares of the Company's common stock at post-reverse-split exercise prices of: $4.57 per share (equivalent to $0.57 per share pre-split) with respect to 50% of the warrants, $6.85 per share (equivalent to $0.86 per share pre-split) with respect to 25% of the warrants, and $13.70 per share (equivalent to $1.71 per share pre-split) with respect to the remaining 25% of the warrants. Following the closing of the investment, JPE and the co-investors will own approximately 99.85% of the Company's common stock on a fully convertible/exchangeable basis.
In addition, SilverSun will declare a $2.5 million aggregate cash dividend to its stockholders as of the same record date, to be funded from proceeds received under the Investment Agreement. The transactions contemplated by the Investment Agreement have been approved by SilverSun's board of directors, and are expected to be completed in 2024. The transactions are subject to SilverSun stockholder approval and the satisfaction of other customary closing conditions.
The Company's current management and board of directors, including Mark Meller, SilverSun's chief executive officer, are expected to continue in their current roles at the spin-off company and its subsidiaries. The spin-off company will apply for a public listing of its shares, which will be registered pursuant to a Form 10 registration statement that will be filed with the U.S. Securities and Exchange Commission.
Meller said, "We believe this investment agreement will provide ideal outcomes for our stockholders, customers and employees, including the opportunity for our stockholders to realize a substantial upfront cash payment in the form of a $2.5 million dividend. We expect our stakeholders will benefit from retaining the value of our existing business, while also participating in the potential upside of Brad Jacobs' future business plans for the company."
Goldman Sachs and Morgan Stanley are serving as financial advisors to JPE, and Wachtell, Lipton, Rosen & Katz is serving as legal advisor.
The Benchmark Company, LLC is serving as financial advisor to SilverSun, and Lucosky Brookman LLP is serving as legal advisor.
Cautionary statement regarding forward-looking statements
This press release contains forward-looking statements. Statements that are not historical facts, including statements about beliefs or expectations, are forward-looking statements. These statements are based on plans, estimates, expectations and projections at the time the statements are made, and readers should not place undue reliance on them. In some cases, readers can identify forward-looking statements by the use of forward-looking terms such as "may," "will," "should," "expect," "opportunity," "intend," "plan," "anticipate," "believe," "estimate," "predict," "potential," "target," "goal," or "continue," or the negative of these terms or other comparable terms. Forward-looking statements involve inherent risks and uncertainties and readers are cautioned that a number of important factors could cause actual results to differ materially from those contained in any such forward-looking statements. Factors that could cause actual results to differ materially from those described in this press release include, among others:
uncertainties as to the completion of the equity investment (the "initial investment"), the separation by SilverSun Technologies, Inc. (the "Company") of its existing business into SilverSun Technologies Holdings, Inc. (the "spin-off") and the other transactions contemplated by the investment agreement by and among Jacobs Private Equity II, LLC, the Company and the other parties thereto (the "Investment Agreement"), including the risk that one or more of the transactions may involve unexpected costs, liabilities or delays;
the risks associated with the Company's relatively low public float, which may result in its common stock experiencing significant price volatility;
the possibility that competing transaction proposals may be made;
the risks associated with raising additional equity or debt capital from public or private markets to pursue acquisitions or other strategic investments, including in an amount that may significantly exceed the initial equity investment, and the effects that raising such capital may have on the Company's business and the trading price of the Company's common stock, including the possibility of substantial dilution;
the possibility that additional future financings may not be available to the Company on acceptable terms or at all;
the effects that the announcement, pendency or consummation of the equity investment, the spin-off and the other transactions contemplated by the Investment Agreement may have on the Company and its current or future business and on the price of the Company's common stock;
the possibility that an active, liquid trading market for the Company's common stock may not develop or, if developed, may not be sustained;
the possibility that the warrants, if issued, may not be exercised;
the possibility that various closing conditions for the equity investment, the spin-off and the other transactions contemplated by the Investment Agreement may not be satisfied or waived, or any other required consents or approvals may not be obtained within the expected timeframe, on the expected terms, or at all, including the possibility that the Company may fail to obtain stockholder approval for the transactions contemplated by the Investment Agreement;
the effects that a termination of the Investment Agreement may have on the Company, including the risk that the price of the Company's common stock may decline significantly if the equity investment is not completed;
the risk that the spin-off may be more difficult, time-consuming or costly than expected or the possibility that the anticipated benefits of the spin-off may not be realized;
uncertainties regarding the Company's focus, strategic plans and other management actions;
the risk that the Company, following the closing of the equity investment, is or becomes highly dependent on the continued leadership of Jacobs as chairman and chief executive officer and the possibility that the loss of Jacobs in these roles could have a material adverse effect on the Company's business, financial condition and results of operations;
the risk that Jacobs' past performance may not be representative of future results;
the risk that the Company is unable to attract or retain world-class talent;
the risk that the Company may be unable to identify suitable acquisition candidates or expeditiously consummate any particular acquisition candidate on acceptable terms or at all;
the risk that the failure to consummate an acquisition expeditiously, or at all, could have a material adverse effect on the Company's business prospects, financial condition, results of operations or the price of the Company's common stock;
the risk that the Company may fail to satisfy the ongoing requirements of Nasdaq if it is unable to expeditiously consummate an acquisition following the consummation of the spin-off;
the risks associated with cybersecurity and technology, including attempts by third parties to defeat the security measures of the Company and its business partners, and the loss of confidential information and other business disruptions;
the possibility that new investors in any future financing transactions could gain rights, preferences and privileges senior to those of the Company's existing stockholders;
the risks associated with the uncertain nature of the industry in which Jacobs, upon becoming chairman and chief executive officer of the Company, plans to pursue acquisitions after consummation of the transactions contemplated by the Investment Agreement;
the risks associated with potential litigation related to the transactions contemplated by the Investment
elbiatcho1
3 years ago
SilverSun Technologies Announces Cash Dividend
Tue, June 22, 2021, 5:15 AM·2 min read
EAST HANOVER, NJ / ACCESSWIRE / June 22, 2021 /SilverSun Technologies, Inc. (NASDAQ:SSNT), a national provider of transformational business technology solutions and services, today announced that its Board of Directors has declared a special cash dividend on the Company's common stock of $0.60 per share. The record date will be July 9, 2021, and the payment date will be July 16, 2021.
"As we continue to successfully execute on our business plan, we believe this special cash dividend is an appropriate way to reward our shareholders for their support," commented Mark Meller, Chairman and Chief Executive Officer of the Company. "We are fortunate to be able to share the financial success of the Company with our owners, and look forward to more such distributions in the future, business conditions permitting."
The payment of future dividends, if any, will be subject to SilverSun's cash requirements. The Company's board of directors will assess any future dividend payout levels in light of the Company's financial performance and its current and anticipated business needs at such time.
Additional information regarding SilverSun Technologies is available on the Company website at www.silversuntech.com.
About SilverSun Technologies, Inc.
We are a business application, technology and consulting company providing software and IT solutions to meet our clients' information, technology and business management needs. Our services and technologies enable customers to manage, protect and monetize their enterprise assets whether on-premise or in the "cloud". As a value-added reseller of business application software, we offer solutions for accounting and business management, financial reporting, Enterprise Resource Planning ("ERP"), Warehouse Management Systems ("WMS"), Customer Relationship Management ("CRM"), Business Intelligence ("BI") and other business applications. Our value-added services focus on consulting and professional services, specialized programming, training, and technical support. We have a dedicated network managed services practice that provides cybersecurity, application hosting, disaster recovery, business continuity, cloud and other services. Our customers are nationwide, with concentrations in the New York/New Jersey metropolitan area, Chicago, Arizona, Southern California, North Carolina, Washington and Oregon.
Forward-Looking Statements
This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things our plans, strategies and prospects -- both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as 'believe,' 'expect,' 'anticipate,' 'should,' 'planned,' 'will,' 'may,' 'intend,' 'estimated,' and 'potential,' among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to SilverSun Technologies, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.
CONTACT:
Corporate
Mark Meller
SilverSun Technologies, Inc.
973-758-6108
meller@silversuntech.com
SOURCE: SilverSun Technologies, Inc.
https://finance.yahoo.com/news/silversun-technologies-announces-cash-dividend-121500666.html
elbiatcho1
3 years ago
SilverSun Technologies' Subsidiary Named to ChannelE2E Top 100 Vertical Market MSPs: 2021 Edition
Monday, May 3, 2021 7:40 AM
Sixth-Annual List Reveals Leading MSPs In Healthcare, Legal, Government, Financial Services & More
EAST HANOVER, NJ / ACCESSWIRE / May 3, 2021 / SilverSun Technologies, Inc. (NASDAQ:SSNT), a national provider of transformational business technology solutions and services, today announced that its wholly-owned subsidiary, SWK Technologies, Inc. , has been named to After Nines Inc.'s ChannelE2E Top 100 Vertical Market MSPs list and research (http://www.channelE2E.com/top100) for 2021.
The annual list and research (hashtag: #MSP100) identify and honor the top 100 managed services providers (MSPs) in healthcare, legal, government, financial services, manufacturing and additional vertical markets.
The Top 100 Vertical Market MSPs rankings are based on ChannelE2E's Q4 2020 and January 2021 readership survey, and ChannelE2E's vertical market industry coverage. MSPs featured throughout the list and research leverage deep vertical market expertise to drive annual recurring revenues (ARR) in specific market segments.
This year's research revealed several key MSP market trends, including:
Honorees generated a combined $1.40 billion in vertical market annual recurring revenue (ARR) in 2020, up from $1.12 billion million in 2019. The surge involved organic growth combined with continued merger and acquisition (M&A) activity.
The Top 100 Vertical Market MSPs now manage more than 3.1 million users across their customer sites as of 2020, up from 2.8 million in 2019.
MSPs consider their top vertical market technology partners to be Microsoft (58%), Dell Technologies (19%), Cisco Systems (17%), ConnectWise (16%) and Amazon Web Services (14%). Datto, Fortinet, Ingram Micro and Pax8 also earned strong MSP response.
SWK Technologies was ranked number 45 out of 100 on the total list, and among the top 5 vertical market MSPs in the manufacturing vertical.
"We're proud to be named to the ChannelE2E Top 100," said Mark Meller, CEO of both SilverSun and SWK. "Our team has done a remarkable job during the Covid-19 pandemic. As the "work-from-home" paradigm has become part of every company's reality over this past year, our MSP has ensured that our customers can effectively work and collaborate remotely while simultaneously maintaining the health and safety of their employees. Whether in Infrastructure-as-a-Service, cybersecurity, application hosting, business continuity, disaster recovery or helpdesk, the SWK team enables the success of our customers by helping them realize value for their IT investments each and every day."
"After Nines Inc. congratulates SWK Technologies on this honor," said Amy Katz, CEO of After Nines Inc. "Businesses worldwide depend on the Top 100 Vertical Market MSPs for cybersecurity, automation and revenue-generating technology services - especially amid the coronavirus pandemic."
Find the online list and associated report here: http://www.channelE2E.com/top100
About SilverSun Technologies, Inc.
We are a business application, technology and consulting company providing software and IT solutions to meet our clients' information, technology and business management needs. Our services and technologies enable customers to manage, protect and monetize their enterprise assets whether on-premise or in the "cloud". As a value-added reseller of business application software, we offer solutions for accounting and business management, financial reporting, Enterprise Resource Planning ("ERP"), Warehouse Management Systems ("WMS"), Customer Relationship Management ("CRM"), Business Intelligence ("BI") and other business applications. Our value-added services focus on consulting and professional services, specialized programming, training, and technical support. We have a dedicated network managed services practice that provides cybersecurity, application hosting, disaster recovery, business continuity, cloud and other services. Our customers are nationwide, with concentrations in the New York/New Jersey metropolitan area, Chicago, Arizona, Southern California, North Carolina, Washington and Oregon.
Forward-Looking Statements
This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things our plans, strategies and prospects -- both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to SilverSun Technologies, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.
CONTACT:
Corporate
Mark Meller
SilverSun Technologies, Inc.
973-758-6108
meller@silversuntech.com
About After Nines Inc.
After Nines Inc. provides timeless IT guidance for strategic partners and IT security professionals across ChannelE2E (www.ChannelE2E.com) and MSSP Alert (www.MSSPAlert.com). ChannelE2E tracks every stage of the IT service provider journey - from entrepreneur to exit. MSSP Alert is the global voice for Managed Security Services Providers (MSSPs).
For sponsorship information contact After Nines Inc. CEO Amy Katz, Amy@AfterNines.com
For content and editorial questions contact After Nines Inc. Content Czar Joe Panettieri, Joe@AfterNines.com
SOURCE: SilverSun Technologies, Inc.
elbiatcho1
3 years ago
SilverSun Technologies Signs Letter of Intent to Acquire CT-Solution, Inc.
Thursday, February 25, 2021 7:20 AM
Company Update
EAST HANOVER, NJ / ACCESSWIRE / February 25, 2021 / SilverSun Technologies, Inc. (NASDAQ:SSNT), a national provider of transformational business software applications and managed IT services, announced today that its wholly-owned subsidiary, SWK Technologies, Inc., has signed a letter of intent to acquire CT-Solution, Inc. ("CT"), a leading Indianapolis-based reseller of Sage Software solutions. Over the last 20 years, CT-Solution has implemented technology applications at prominent manufacturers, distributors, and professional service organizations throughout the Midwest.
SilverSun's subsidiary, SWK Technologies, is one of the largest Sage business partners in North America. The acquisition of CT expands SWK's geographic footprint and increases its already substantial customer base. It is anticipated that the transaction, which is subject to the signing of definitive agreements and customary closing conditions, will close in the second quarter of 2021.
Mark Meller, CEO of both SilverSun and SWK, stated, "CT and SWK have worked closely with each other for several years, and are ideal fits for each other. Our organization has been actively engaged with the CT customers for some time, and we are excited to now have the opportunity to help them with their digital transformation as they migrate to the cloud, secure their data, work remotely, and automate their business processes. We expect the transition and integration to be quick and seamless."
Colleen Kuhn, President of CT, stated, "Our companies have worked jointly together in the past, and we know each other well. The customer-focused approach and corporate culture at SWK is almost identical to ours. The skillset of their team is exceptional, and both companies share the same corporate values. We have tremendous opportunities in front of us, and the size and scale of the combined organizations will provide us with the resources to take full advantage of these opportunities. We're better together, and clients on both sides will benefit from this transaction."
About SilverSun Technologies, Inc.
We are a business application, technology, and consulting company providing software and IT solutions to meet our clients' information, technology, and business management needs. Our services and technologies enable customers to manage, protect and monetize their enterprise assets, whether on-premise or in the "cloud." As a value-added reseller of business application software, we offer solutions for accounting and business management, financial reporting, Enterprise Resource Planning ("ERP"), Warehouse Management Systems ("WMS"), Customer Relationship Management ("CRM"), Business Intelligence ("BI") and other business applications. Our value-added services focus on consulting and professional services, specialized programming, training, and technical support. We have a dedicated network managed services practice that provides cybersecurity, application hosting, disaster recovery, business continuity, cloud, and other services. Our customers are nationwide, with concentrations in the New York/New Jersey metropolitan area, Chicago, Arizona, Southern California, North Carolina, Washington, and Oregon.
Forward-Looking Statements
This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our plans, strategies, and prospects -- both business and financial. Although we believe that our plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to SilverSun Technologies, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.
CONTACT:
Corporate
Mark Meller
SilverSun Technologies, Inc.
973-758-6108
meller@silversuntech.com
SOURCE: SilverSun Technologies, Inc.
https://www.accesswire.com/631789/SilverSun-Technologies-Signs-Letter-of-Intent-to-Acquire-CT-Solution-Inc
elbiatcho1
3 years ago
SilverSun Technologies Announces Cash Dividend
Thu, December 10, 2020, 11:00 AM EST
EAST HANOVER, NJ / ACCESSWIRE / December 10, 2020 / SilverSun Technologies, Inc. (NASDAQ:SSNT), a national provider of transformational business technology solutions and services, today announced that its Board of Directors has declared a special cash dividend on the Company's common stock of $0.40 per share. The record date will be December 21, 2020, and the payment date will be December 28, 2020.
"As we continue to execute on our business plan, we believe this special cash dividend is an appropriate way to reward our shareholders for their support," commented Mark Meller, Chairman and Chief Executive Officer of the Company. "We are fortunate to be able to share the financial success of the Company with our owners, and look forward to more such distributions in the future, business conditions permitting."
The payment of future dividends, if any, will be subject to SilverSun's cash requirements. The Company's board of directors will assess any future dividend payout levels in light of the Company's financial performance and its current and anticipated business needs at such time.
Additional information regarding SilverSun Technologies is available on the Company website at www.silversuntech.com.
About SilverSun Technologies, Inc.
We are a business application, technology and consulting company providing software and IT solutions to meet our clients' information, technology and business management needs. Our services and technologies enable customers to manage, protect and monetize their enterprise assets whether on-premise or in the "cloud". As a value-added reseller of business application software, we offer solutions for accounting and business management, financial reporting, Enterprise Resource Planning ("ERP"), Warehouse Management Systems ("WMS"), Customer Relationship Management ("CRM"), Business Intelligence ("BI") and other business applications. Our value-added services focus on consulting and professional services, specialized programming, training, and technical support. We have a dedicated network managed services practice that provides cybersecurity, application hosting, disaster recovery, business continuity, cloud and other services. Our customers are nationwide, with concentrations in the New York/New Jersey metropolitan area, Chicago, Arizona, Southern California, North Carolina, Washington and Oregon.
Forward-Looking Statements
This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things our plans, strategies and prospects -- both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to SilverSun Technologies, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.
Contact:
Corporate
Mark Meller
SilverSun Technologies, Inc.
973-758-6108
meller@silversuntech.com
SOURCE: SilverSun Technologies, Inc.
https://finance.yahoo.com/news/silversun-technologies-announces-cash-dividend-160000113.html
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