SAN FRANCISCO--(BUSINESS WIRE)--Riverbed Technology (“Riverbed” or the “Company”) today announced that, as part of its efforts to proactively strengthen the Company’s financial position, it has entered into a Restructuring Support Agreement (the “RSA”) with its equity sponsors and an ad hoc group of lenders (the “Ad Hoc Group”) holding a super-majority of its funded secured debt regarding the terms of a comprehensive financial restructuring that will reduce its funded secured debt by over $1 billion and provide a $100 million cash infusion, $65 million of which is available immediately, to position the Company for long-term success (the “Recapitalization”). Upon consummation of the Recapitalization, a group of sophisticated institutional investors led by Apollo Global Management (“Apollo”) will become the majority owners of the Company through their managed funds.
“We are pleased to have reached this agreement, which is an important step forward in securing our long-term success as we continue to execute our strategy and deliver relevant technologies to our customers that are critical for today’s digital and hybrid workplace,” said Dan Smoot, President and CEO of Riverbed Technology. “Since I became CEO in June, the team and I have been focused on taking Riverbed to the next level, driving profitable growth and accelerating innovation to support our customers and partners, and I am pleased with the strong double-digit bookings growth for our visibility solutions that we saw in the third quarter. Our solid business foundation enables us to take these actions, which will be critical in our ongoing initiative to strengthen our financial position and fuel our next phase of growth. Following the implementation of the RSA, we look forward to moving ahead as a financially stronger company.”
Mr. Smoot continued, “We are grateful to have the support of all the investors in our capital structure as we undertake this process, which demonstrates their confidence in our business and will enable us to complete this financial recapitalization on an expedited basis. Our team is as dedicated as ever to serving our amazing customers around the world and providing the leading end-to-end visibility and network and acceleration solutions that they have come to expect. We are confident that the proactive steps we are taking today will allow us to further invest in the Company and best position Riverbed to meet the needs of our customers in the markets we serve. We thank our customers and partners for their continued support, and our employees for their commitment to Riverbed.”
“We are pleased to support Riverbed in its recapitalization, which will further strengthen its financial position as it continues to deliver leading visibility and network solutions to its customers,” said Apollo Partner Chris Lahoud. “Through this transaction, Riverbed will be well positioned to invest in core technologies and execute on their strategy for profitable growth. Leading this capital solution is indicative of Apollo’s role as a constructive and long-term financing partner.”
To implement the Recapitalization, the Company is soliciting approval of the transactions contemplated by the RSA. Riverbed expects to move through this process as quickly and efficiently as possible and, with the strong support of its investors, anticipates completing the process on an expedited basis. In order to complete the process as expeditiously as possible, the Recapitalization will be implemented through either an exchange transaction, or if necessary, an accelerated prepackaged court-supervised process. Under either mechanism, Riverbed’s operations and the acceleration of its strategy will continue as normal and channel partners and suppliers will continue to be paid in the ordinary course of business.
Riverbed’s advisors include Kirkland & Ellis LLP as legal counsel, AlixPartners as restructuring advisor, and GLC Advisors & Co. as investment banker.
The Ad Hoc Group’s advisors include White & Case LLP as legal counsel and Centerview Partners as financial advisor. Davis Polk & Wardwell LLP is acting as counsel to certain members of the Ad Hoc Group.
Riverbed enables organizations to maximize visibility and performance across networks, applications and end-user devices, so they can fully capitalize on their cloud and digital investments. Riverbed solutions enable organizations to visualize, optimize, remediate and accelerate the performance of any network for any application, while supporting business objectives to mitigate cyber security risk and enhance the digital experience for all end-users. Riverbed offers two best-in-class product lines: end-to-end visibility – including NPM, APM and EUEM – that delivers actionable insights; and network and acceleration solutions, including application acceleration (SaaS, client and cloud acceleration), WAN optimization, and enterprise-grade SD-WAN. Riverbed’s 30,000+ customers include 95% of the Fortune 100. Learn more at riverbed.com.
Apollo is a high-growth, global alternative asset manager. We seek to provide our clients excess return at every point along the risk-reward spectrum from investment grade to private equity with a focus on three business strategies: yield, hybrid and opportunistic. Through our investment activity across our fully integrated platform, we serve the retirement income and financial return needs of our clients, and we offer innovative capital solutions to businesses. Our patient, creative, knowledgeable approach to investing aligns our clients, businesses we invest in, our employees and the communities we impact, to expand opportunity and achieve positive outcomes. As of June 30, 2021, Apollo had approximately $472 billion of assets under management. To learn more, visit www.apollo.com.
This press release contains “forward-looking statements” related to future events. Forward-looking statements contain words such as “expect,” “anticipate,” “could,” “should,” “intend,” “plan,” “believe,” “seek,” “see,” “may,” “will,” “would,” “target,” and similar words or expressions. Forward-looking statements are based on management’s current expectations, beliefs, assumptions and estimates and may include, for example, statements regarding our pursuing protection under Chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”), the Company’s ability to complete the restructuring and its ability to continue operating in the ordinary course while the Chapter 11 Cases are pending. These statements are subject to significant risks, uncertainties, and assumptions that are difficult to predict and could cause actual results to differ materially and adversely from those expressed or implied in the forward-looking statements, including risks and uncertainties regarding the Company’s ability to successfully complete a restructuring under Chapter 11, including: consummation of the restructuring; potential adverse effects of the Chapter 11 Cases on the Company’s liquidity and results of operations; the Company’s ability to obtain timely approval by the bankruptcy court with respect to the motions filed in the Chapter 11 Cases; objections to the Company’s recapitalization process or other pleadings filed that could protract the Chapter 11 Cases; employee attrition and the Company’s ability to retain senior management and other key personnel due to the distractions and uncertainties; the Company’s ability to comply with financing arrangements; the Company’s ability to maintain relationships with suppliers, customers, employees and other third parties and regulatory authorities as a result of the Chapter 11 Cases; the effects of the Chapter 11 Cases on the Company and on the interests of various constituents, including holders of the Company’s common stock; the bankruptcy court’s rulings in the Chapter 11 Cases, including the approvals of the terms and conditions of the restructuring and the outcome of the Chapter 11 Cases generally; the length of time that the Company will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the Chapter 11 Cases; risks associated with third party motions in the Chapter 11 Cases, which may interfere with the Company’s ability to consummate the restructuring or an alternative restructuring transaction; increased administrative and legal costs related to the Chapter 11 process; potential delays in the Chapter 11 process due to the effects of the COVID-19 virus; and other litigation and inherent risks involved in a bankruptcy process. These risks and uncertainties may cause actual future results to be materially different than those expressed in such forward-looking statements. The Company has no obligation to update or revise these forward-looking statements and does not undertake to do so.