Combined company renamed Verra Mobility
Corporation and will trade on NASDAQ under VRRM and VRRMW
Gores Holdings II, Inc. (“Gores Holdings II”) (NASDAQ CM: GSHT,
GSHTU, and GSHTW), a special purpose acquisition company sponsored
by an affiliate of The Gores Group, LLC (“The Gores Group” or
“Gores”), today announced that it completed the acquisition of
Verra Mobility, the leading provider of tech-enabled smart
transportation solutions. The transaction was unanimously approved
by the Boards of Directors of both Gores Holdings II and the
ultimate parent company of Verra Mobility, and was approved at a
special meeting of Gores Holdings II’s stockholders on October 16,
2018. Holders of fewer than 1% of the outstanding shares elected to
exercise their redemption rights. In connection with the
transaction, Gores Holdings II has been renamed Verra Mobility
Corporation (“Verra Mobility” or “the Company”), and its common
stock and warrants now trade on NASDAQ under the symbols “VRRM” and
“VRRMW”, respectively.
As previously announced, in addition to the $400 million raised
by Gores Holdings II in its initial public offering, large
institutional investors such as GIC, Hamilton Lane and Northwestern
Mutual participated in a $400 million private placement, which was
led by Alec Gores, Chairman and CEO of The Gores Group. As a result
of the acquisition and the private placement, funds managed by
affiliates of Platinum Equity, the prior majority owners of Verra
Mobility, hold an approximately 34% combined stake in the
Company.
Verra Mobility is a global leader in smart mobility, serving the
world's largest commercial fleets and rental car companies in
managing tolling transactions and violations for more than 8.5
million vehicles and operating more than 4,000 red-light, speed,
and school bus stop arm safety cameras. Verra Mobility maintains
its leadership position in the marketplace through meaningful scale
and has demonstrated consistent revenue growth underscored by its
differentiated transaction processing model.
“This is an exciting day for Verra Mobility,” said David
Roberts, CEO of Verra Mobility. “As our company grows we look
forward to finding new and exciting ways to meet the needs of our
customers. We are just scratching the surface of making
transportation safer, smarter and more connected.”
Jacob Kotzubei, Partner at Platinum Equity, said, “We are proud
of Verra Mobility’s rapid transformation, which is a credit to the
company’s leadership team, the hard work of its employees and the
value of Platinum’s M&A&O approach. We combined operational
discipline with organic and acquisitive growth strategies to create
a new global business that is well-positioned for continued
success.”
Mark Stone, CEO of Gores Holdings II, said, “As a public market
story, Verra Mobility is our ideal partner given its leading market
position, strong financial profile, proven management team and
compelling growth opportunities. We are excited to be part of this
next chapter and look forward to partnering with Verra Mobility’s
team to drive future stockholder value.”
Until recently, Verra Mobility was known as American Traffic
Solutions, and was rebranded following the acquisitions of Highway
Toll Administration and Euro Parking Collection, transactions that
helped transform the business into a global enterprise with a broad
range of transportation technology solutions. Verra Mobility is
headquartered in Mesa, Arizona and currently operates in 15
countries.
As of the closing of the acquisition, the Verra Mobility Board
of Directors consists of Randall Bort, Jacob Kotzubei, Bryan Kelln,
Jeffrey Rea, David Roberts, Jay Geldmacher and John Rexford.
Deutsche Bank Securities Inc. acted as lead capital markets
advisor, lead private placement agent, and financial advisor to
Gores Holdings II. Goldman, Sachs & Co acted as joint capital
markets advisor and joint private placement agent and financial
advisor and Moelis & Company and Credit Suisse LLC acted as
financial advisors to Gores Holdings II. Weil, Gotshal & Manges
LLP acted as legal advisor to Gores Holdings II. Gibson, Dunn &
Crutcher LLP acted as legal advisor to Platinum Equity and Verra
Mobility.
About Verra Mobility Corporation
Verra Mobility is committed to developing and using the latest
in technology and data intelligence to help make transportation
safer and easier. As a global company, Verra Mobility sits at the
center of the mobility ecosystem – one that brings together
vehicles, devices, information, and people to solve the most
complex challenges faced by our customers and the constituencies
they serve.
Verra Mobility serves the world's largest commercial fleets and
rental car companies to manage tolling transactions and violations
for millions of vehicles. A leading provider of connected systems,
Verra Mobility processes millions of transactions each year through
connectivity with more than 50 individual tolling authorities and
more than 400 issuing authorities. Verra Mobility also fosters the
development of safe cities, partnering with law enforcement
agencies, transportation departments and school districts across
North America operating thousands of red-light, speed, bus lane and
school bus stop arm safety cameras.
Arizona-based Verra Mobility currently operates in 15 countries.
For more information, visit www.VerraMobility.com.
About Gores Holdings II, Inc.
Gores Holdings II is a special purpose acquisition company
sponsored by an affiliate of The Gores Group, for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses. Gores Holdings II completed its initial
public offering in January 2017, raising approximately $400 million
in cash proceeds. Gores Holdings II’s officers and certain of its
directors are affiliated with The Gores Group. Founded in 1987 by
Alec Gores, The Gores Group is a global investment firm
focused on partnering with differentiated businesses that can
benefit from its extensive industry knowledge, decades long
experience and flexible capital base. Over its 30 year history, the
firm has developed a deep understanding of and appreciation for
building businesses and creating value alongside
management. Headquartered in Los Angeles, The Gores Group
maintains offices in Greenwich, CT and Boulder, CO. For more
information, please visit www.gores.com.
About Platinum Equity
Founded in 1995 by Tom Gores, Platinum Equity is a global
investment firm with $13 billion of assets under management and a
portfolio of more than 30 operating companies that serve customers
around the world. The firm is currently investing from Platinum
Equity Capital Partners IV, a $6.5 billion global buyout fund.
Platinum Equity specializes in mergers, acquisitions and operations
– a trademarked strategy it calls M&A&O® – acquiring and
operating companies in a broad range of business markets, including
manufacturing, distribution, transportation and logistics,
equipment rental, metals services, media and entertainment,
technology, telecommunications and other industries. Over the past
23 years Platinum Equity has completed more than 200
acquisitions.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act and 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking
statements relate to expectations for future financial performance,
business strategies or expectations for the Company’s business.
Specifically, forward-looking statements may include: statements
relating to the benefits of the business combination; the future
financial performance of the Company following the business
combination; changes in the market for Verra Mobility products and
services; expansion plans and opportunities; and other statements
preceded by, followed by or that include the words “may,” “can,”
“should,” “will,” “estimate,” “plan,” “project,” “forecast,”
“intend,” “expect,” “anticipate,” “believe,” “seek,” “target” or
similar expressions.
These forward-looking statements are based on information
available as of the date of this press release and management’s
current expectations, forecasts and assumptions, and involve a
number of judgments, risks and uncertainties. Accordingly,
forward-looking statements should not be relied upon as
representing the Company’s views as of any subsequent date. The
Company does not undertake any obligation to update forward-looking
statements to reflect events or circumstances after the date they
were made, whether as a result of new information, future events or
otherwise, except as may be required under applicable securities
laws. As a result of a number of known and unknown risks and
uncertainties, the Company’s actual results or performance may be
materially different from those expressed or implied by these
forward-looking statements. Some factors that could cause actual
results to differ include: the inability to maintain the listing of
the Company’s Class A common stock and public warrants on Nasdaq
following the business combination; the risk that the business
combination disrupts current plans and operations as a result of
the announcement and consummation of the transactions; the ability
to recognize the anticipated benefits of the business combination,
which may be affected by, among other things, competition, the
ability to integrate the combined businesses, and the ability of
the combined business to grow and manage growth profitably; costs
related to the business combination; the outcome of any legal
proceedings that may be instituted against the Company following
consummation of the business combination; changes in applicable
laws or regulations; the inability to launch new Verra Mobility
products or services or to profitably expand into new markets; the
possibility that the Company may be adversely affected by other
economic, business, and/or competitive factors; and other risks and
uncertainties indicated from time to time in the definitive proxy
statement filed in connection with the business combination,
including those under “Risk Factors” therein, and other documents
filed or to be filed with the Securities and Exchange Commission by
the Company.
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version on businesswire.com: https://www.businesswire.com/news/home/20181017005577/en/
For inquiries regarding The Gores Group and affiliates,
please contact:Jennifer Kwon Chou, 310-209-3010The Gores
GroupManaging Directorjchou@gores.comorMike Sitrick,
310-432-4150Sitrick & CompanyMike_Sitrick@sitrick.comorFor
investor inquiries regarding Platinum Equity, please
contact:Dan Whelan, 310-282-9202Platinum
Equitydwhelan@platinumequity.comorFor investor inquiries
regarding Verra Mobility, please contact:Marc Griffin,
646-277-1290ICR for Verra Mobilityir@verramobility.comorFor
media inquiries regarding Verra Mobility, please contact:Sam
Eisele, 646-277-1271ICR for Verra
Mobilitymedia@verramobility.com
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