Vertex amends term loan pricing and amortization, to fund acquisition with revolver

By Wendy Van Sickle

Columbus, Ohio, Dec. 13 – Vertex, Inc. amended its credit agreement dated March 31, 2020 with PNC Bank, NA on Tuesday to revise pricing terms to increase the margin by 50 basis points and revise the amortization, according to an 8-K filing with the Securities and Exchange Commission.

The amendment also modifies certain covenants and events of default and makes some other technical changes related to the company’s investment agreement with Silver Lake Alpine II, LP, under which Vertex has agreed to issue 500,000 shares of 11.75% series A convertible preferred stock and warrants.

Vertex said it will fund its acquisition of Pagero Group AB (publ) with proceeds from its existing undrawn revolving credit facility and the issuance of the $500 million of convertible preferreds to Silver Lake.

On Dec. 13, Vertex began a public tender offer for all of Pagero’s shares at a price of SEK 36 in cash per share, equivalent to a total tender value of about $555 million. The acceptance period is expected to start on or around Dec. 15 and expire on or around Jan. 23.

The offer is subject to certain regulatory approvals, the receipt of valid tenders of more than 90% of Pagero’s shares and customary closing conditions.

The issuance of the convertible preferred stock is conditioned upon closing of the acquisition.

Vertex, based in King of Prussia, Pa., is a tax technology software and services company.

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