ironSource supplies probably the most complete enterprise platform for the app financial system. The platform is designed to allow any app or sport developer to show their app right into a scalable, profitable enterprise by serving to them to monetize and analyze their app and develop and interact their customers by way of a number of channels, together with distinctive on-device distribution by way of partnerships with main telecom operators and OEMs comparable to Orange and Samsung. In 2020, ironSource grew income 83% year-over-year to $332 million, with 94% from 291 prospects with greater than $100,000 of annual income, a dollar-based web growth price of 149%, and adjusted EBITDA margins of 31%. The corporate serves over 2.3 billion month-to-month energetic customers throughout its international buyer base.
As a public firm, ironSource is predicted to learn from the monetary and operational assist of Thoma Bravo – one of the crucial skilled and profitable software program traders on the planet. With a observe report of over 300 software program investments, Thoma Bravo can present ironSource with unparalleled trade experience and a world community.
“Becoming a member of forces with Thoma Bravo Benefit to deliver ironSource to the general public markets presents a possibility to companion with the world’s main software program investor to attain the following degree of development,” mentioned Tomer Bar Zeev, CEO and co-founder of ironSource. “Regardless of our earlier progress pursuing a conventional IPO, once we met with Thoma Bravo Benefit we discovered an alignment of imaginative and prescient and shared conviction concerning the long-term development we are able to drive at ironSource that made them the right companion as we take this subsequent step in rising our firm, and the market as an entire.”
“As one of many fastest-growing and most modern platforms for constructing and scaling companies within the app financial system, ironSource is well-positioned for continued success as a public firm,” mentioned Orlando Bravo, Chairman of the Board of Administrators of Thoma Bravo Benefit, in addition to a founder and managing companion of Thoma Bravo. “With a full suite of options throughout the app development life cycle – and a novel mixture of scale, enterprise development, and profitability – we anticipate ironSource to additional its market management place as a public firm. We stay up for partnering carefully with Tomer and the gifted ironSource crew on this thrilling subsequent chapter for the corporate.”
“ironSource is a one-of-a-kind software program firm that mixes an modern, high-growth franchise with a deeply skilled administration crew that has a observe report of success in a quickly increasing market,” mentioned Robert (Tre) Sayle, CEO of Thoma Bravo Benefit, in addition to a companion at Thoma Bravo. “We’re thrilled to be partnering with ironSource because it enters the general public markets and to have the ability to present Thoma Bravo’s deep software program experience and monetary assist to the corporate because it continues its development journey.”
The app financial system is likely one of the fastest-growing markets in the present day, with thousands and thousands of apps out there to billions of customers who spend 83% of their time on cellular units inside apps. Throughout the app financial system, video games are the main class of apps, accounting for almost all of apps within the Apple App Retailer in 2020 in line with Statista, and ironSource has established a robust management place inside this class, focusing its product growth and innovation on constructing core infrastructure serving cellular sport builders.
ironSource powers the enterprise development of 87% of the highest 100 video games, and has been ranked a number of instances as one of many high 3 platforms for driving each high quality and scaled person development by main trade indexes. As well as, 14 of the 19 video games revealed by way of the ironSource platform have been ranked within the high 10 most downloaded video games on both the Apple App Retailer or Google Play Retailer over the course of 2020, and one in every of them – Be a part of Conflict – was probably the most downloaded sport on the planet in February 2021.
“Our options cowl your entire sport development cycle, from rising your person base, to producing income to reinvest in development, after which analyzing and optimizing your entire cycle to drive profitability,” mentioned Omer Kaplan, CRO and co-founder of ironSource. “Utilizing our platform, sport builders are capable of unlock a flywheel of steady development, and since our enterprise mannequin is aligned with our buyer’s success, as they develop, we do too. Whereas this cycle is most frequently leveraged by cellular video games, it is simply transferable to apps outdoors of gaming, and in the present day 16% of our prospects with greater than $100,000 of annual income are already from industries past video games.”
The ironSource platform is made up of two answer suites, ironSource Sonic (“Sonic”) and ironSource Aura (“Aura”). The Sonic answer suite helps builders as they launch, monetize, and scale their apps and video games. The Aura answer suite permits telecom operators to complement the system expertise by creating new engagement touchpoints that ship related content material for his or her customers throughout your entire lifecycle of the system. This creates a novel on-device distribution channel for builders to advertise their apps as an integral a part of the system expertise.
“The Aura answer suite represents a novel value-add for builders, permitting them to get their apps found on thousands and thousands of units worldwide,” mentioned Arnon Harish, President and co-founder of ironSource. “Equally essential, nevertheless, is our potential to assist telecom operators with digital transformation, enabling them to have interaction their customers all through the lifecycle of the system. By leveraging ironSource’s core capabilities round content material monetization and person engagement, we have been capable of shortly construct and deploy an answer suite for telecom operators that enables them to extra absolutely take part within the app financial system.”
The mixture of those two answer suites serves to distinguish the ironSource platform, making it probably the most complete app enterprise platform out there and underpinning its market management. That market management makes ironSource the de facto selection for patrons seeking to develop their app, and the breadth of its options means builders of all sizes and in any respect levels of development have a strategy to leverage the platform. As soon as a developer begins working with ironSource, they sometimes develop their use to a number of options inside the platform, driving a excessive dollar-based web growth price and gross buyer retention price.
“This can be a very proud second for us at Viola and for me personally. An organization the place we have been the primary traders thrives and goes public as one of many largest public tech firms in Israeli historical past,” mentioned Shlomo Dovrat, co-founder of Viola Ventures and board member at ironSource. “We stay up for persevering with to work with the superb founding crew of ironSource on their unbelievable journey.”
“We invested in ironSource in 2019 as a result of we noticed a novel alternative to companion with a founder-led firm that not solely operated in an thrilling market, however had already achieved spectacular, worthwhile development and trade management,” mentioned Daniel Pindur, Accomplice at CVC Capital Companions. “It has been superb to be a part of ironSource’s journey to this point, and extremely rewarding to see the corporate enter its subsequent chapter of development,” added Sebastian Kuenne, Managing Director and Head of CVC Development Companions in Europe.
Thoma Bravo Benefit has agreed to mix with ironSource primarily based on a $11.1 billion professional forma fairness valuation and the transaction is supported by a $1.3 billion oversubscribed Class A atypical share PIPE led by a $300 million funding by an affiliate of Thoma Bravo, in addition to investments from Tiger World Administration, LLC, Counterpoint World (Morgan Stanley), Nuveen, LLC, Hedosophia, Wellington Administration, The Baupost Group, and sure funds managed by Constancy Investments Canada ULC and different institutional traders.
The transaction, which has been unanimously authorised by the Boards of Administrators of ironSource and Thoma Bravo Benefit, is predicted to shut within the second quarter of 2021, topic to customary closing circumstances, together with approval by Thoma Bravo Benefit’s shareholders.
Shares issued to the sponsor of Thoma Bravo Benefit will likely be topic to a 12-month lock-up with restricted releases primarily based on the buying and selling value of the shares following the 150th day after the closing of the transaction; almost all of ironSource’s shareholders will likely be topic to a 6-month lock-up after the closing of the transaction, topic to the identical early launch relevant to Thoma Bravo Benefit.
Following the closing of the transaction, ironSource could have a twin class fairness construction whereby present shareholders of ironSource will personal Class B atypical shares with 5 votes per share and holders of Class A atypical shares, together with Thoma Bravo Benefit’s shareholders, could have one vote per share.
After giving impact to the transaction and assuming no redemptions by the Thoma Bravo Benefit shareholders, the corporate is predicted to have roughly $740 million of unrestricted money.
Whole consideration to ironSource shareholders will likely be $10 billion, which is predicted to be comprised of $1.5 billion in money consideration and a majority of the shares of the mixed firm.
Upon completion of the transaction, the mixed firm will retain the ironSource Ltd. title.
Goldman Sachs & Co. LLC, Jefferies LLC and Citigroup World Markets Inc. are serving as monetary advisors to ironSource, and Latham & Watkins LLP and Meitar | Legislation Workplaces are serving as authorized advisors to ironSource.
Kirkland & Ellis LLP, Goldfarb Seligman & Co. and Cadwalader, Wickersham & Taft LLP are appearing as authorized advisors to Thoma Bravo Benefit.
Goldman Sachs & Co. LLC, Citigroup World Markets Inc. and Jefferies LLC acted as PIPE placement brokers.
Investor Convention Name
For these traders that want to hearken to an investor presentation and webcast hosted by administration of ironSource and Thoma Bravo Benefit discussing the enterprise and the proposed transaction, please register right here www.is.com/investors.
A hyperlink to a quick investor audio name hosted by administration of ironSource and Thoma Bravo Benefit discussing the enterprise and the proposed transaction may be discovered on ironSource’s investor web site at www.is.com/investors.
The investor presentation is being filed by ironSource and Thoma Bravo Benefit with the Securities and Alternate Fee (“SEC”) and will likely be out there on the corporate’s investor relations web site and on the SEC’s web site at www.sec.gov.
ironSource is a number one enterprise platform that permits cellular content material creators to prosper inside the app financial system. App builders use ironSource’s platform to show their apps into profitable, scalable companies, leveraging a complete set of software program options which assist them develop and interact customers, monetize content material, and analyze and optimize enterprise efficiency to drive extra total development. The ironSource platform additionally empowers telecom operators to create a richer system expertise, incorporating related app and repair suggestions to have interaction customers all through the lifecycle of the system. By offering a complete enterprise platform for the core constituents of the app financial system, ironSource permits prospects to deal with what they do greatest, creating nice apps and person experiences, whereas we allow their enterprise growth within the app financial system. For extra info please go to www.is.com
About Thoma Bravo Benefit
Thoma Bravo Benefit is a clean examine firm included as a Cayman Islands exempted firm for the needs of effecting a merger, share change, asset acquisition, share buy, reorganization or related enterprise mixture with a number of companies or entities. Its Class A atypical shares are listed on the New York Inventory Alternate (the “NYSE”) below the image “TBA.” Thoma Bravo Benefit is sponsored by Thoma Bravo Benefit Sponsor LLC, which was shaped by people affiliated with Thoma Bravo, a number one personal fairness agency centered on the software program and technology-enabled software program providers sector. Thoma Bravo Benefit was shaped for the aim of executing a enterprise mixture within the software program trade.
Extra Data and The place to Discover It
This press launch pertains to a proposed transaction between ironSource and Thoma Bravo Benefit. This press launch doesn’t represent (i) solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction or (ii) a proposal to promote or change, or the solicitation of a proposal to purchase or change, any safety of Thoma Bravo Benefit, ironSource, or any of their respective associates, nor shall there be any sale of securities in any jurisdiction during which such provide, sale or change could be illegal previous to registration or qualification below the securities legal guidelines of any such jurisdiction.
In reference to the proposed transaction, ironSource intends to file a registration assertion on Kind F-4 with the SEC, which can embody a proxy assertion of Thoma Bravo Benefit in reference to Thoma Bravo Benefit’s solicitation of proxies for the vote by Thoma Bravo Benefit’s shareholders with respect to the proposed transaction and a prospectus of ironSource. Thoma Bravo Benefit additionally will file different paperwork concerning the proposed transaction with the SEC.
This communication doesn’t include all the knowledge that ought to be thought-about regarding the proposed transaction and isn’t supposed to type the idea of any funding resolution or another resolution in respect of the proposed transaction. Earlier than making any voting or funding resolution, traders and safety holders are urged to learn the registration assertion, the proxy assertion/prospectus and all different related paperwork filed or that will likely be filed with the SEC in reference to the proposed transaction as they turn into out there as a result of they are going to include essential details about the proposed transaction.
Traders and safety holders will have the ability to acquire free copies of the registration assertion, proxy assertion/prospectus and all different related paperwork filed or that will likely be filed with the SEC by ironSource and Thoma Bravo Benefit by way of the web site maintained by the SEC at www.sec.gov. As well as, the paperwork filed by ironSource could also be obtained freed from cost from ironSource’s web site at http://www.is.com or by written request to ironSource at ironSource Ltd., Derech Menachem Start 121, Tel Aviv-Yafo, Israel, and the paperwork filed by Thoma Bravo Benefit could also be obtained freed from cost from Thoma Bravo Benefit’s web site at http://www.thomabravoadvantage.com or by written request to Thoma Bravo Benefit, 150 N. Riverside Plaza, Suite 2800, Chicago, Illinois 60606.
Members in Solicitation
ironSource and Thoma Bravo and their respective administrators and govt officers could also be deemed to be individuals within the solicitation of proxies from Thoma Bravo’s shareholders in reference to the proposed transaction. Extra info concerning the pursuits of these individuals and different individuals who could also be deemed individuals within the proposed transaction could also be obtained by studying the proxy assertion/prospectus concerning the proposed transaction. Chances are you’ll acquire free copies of those paperwork as described within the previous paragraph.
This communication incorporates forward-looking statements inside the that means of the federal securities legal guidelines with respect to the proposed transaction between Thoma Bravo Benefit (“TBA”) and ironSource Ltd. (“ironSource”). All statements aside from statements of historic info contained on this communication, together with statements concerning ironSource’s, TBA’s or the mixed firm’s future monetary place, enterprise technique and plans and goals of administration for future operations, are forward-looking statements. In some circumstances, you possibly can determine forward-looking statements by terminology comparable to “could,” “will,” “ought to,” “expects,” “plans,” “anticipates,” “may,” “intends,” “targets,” “initiatives,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “proceed” or the unfavorable of those phrases or different related expressions. Ahead-looking statements embody, with out limitation, ironSource’s or TBA’s expectations regarding the outlook for his or her or the mixed firm’s enterprise, productiveness, plans and targets for future operational enhancements and capital investments, operational efficiency, future market circumstances or financial efficiency and developments within the capital and credit score markets and anticipated future monetary efficiency, in addition to any info regarding doable or assumed future outcomes of operations of the mixed firm. Ahead-looking statements additionally embody statements concerning the anticipated advantages of the proposed transaction between ironSource and TBA.
Ahead-looking statements contain a lot of dangers, uncertainties and assumptions, and precise outcomes or occasions could differ materially from these projected or implied in these statements. Essential components that would trigger such variations embody, however should not restricted to: (i) the chance that the transaction might not be accomplished in a well timed method or in any respect, which can adversely have an effect on the worth of TBA’s securities; (ii) the failure to fulfill the circumstances to the consummation of the proposed transaction, together with the adoption of the merger settlement by the shareholders of TBA and ironSource, the satisfaction of the minimal belief account quantity following redemptions by TBA’s public shareholders and the receipt of sure governmental and regulatory approvals; (iii) the shortage of a 3rd occasion valuation in figuring out whether or not to pursue the proposed transaction; (iv) the incidence of any occasion, change or different circumstance that would give rise to the termination of the merger settlement; (v) the impact of the announcement or pendency of the transaction on ironSource’s enterprise relationships, efficiency, and enterprise typically; (vi) dangers that the proposed transaction disrupts present plans of ironSource and potential difficulties in ironSource worker retention because of the proposed transaction; (vii) the result of any authorized proceedings which may be instituted towards ironSource or towards TBA associated to the merger settlement or the proposed transaction; (vii) the flexibility of ironSource to checklist its atypical shares on the New York Inventory Alternate; (ix) volatility within the value of the mixed firm’s securities as a consequence of a wide range of components, together with adjustments within the aggressive trade during which ironSource operates, variations in efficiency throughout opponents, adjustments in legal guidelines and rules affecting ironSource’s enterprise and adjustments within the mixed capital construction; (x) the flexibility to implement enterprise plans, forecasts, and different expectations after the completion of the proposed transaction, and to determine and notice extra alternatives; (xi) ironSource’s markets are quickly evolving and will decline or expertise restricted development; (xii) ironSource’s reliance on working system suppliers and app shops to assist its platform; (xiii) ironSource’s potential to compete successfully within the markets during which it operates; (xiv) ironSource’s quarterly outcomes of operations could fluctuate for a wide range of causes; (xv) failure to keep up and improve the ironSource model; (xvi) ironSource’s dependence on its potential to retain and develop its current buyer relationships and appeal to new prospects; (xvii) ironSource’s reliance on its prospects that contribute greater than $100,000 of annual income; (xviii) ironSource’s potential to efficiently and effectively handle its present and potential future development; (xix) ironSource’s dependence upon the continued development of the app financial system and the elevated utilization of smartphones, tablets and different linked units; (xx) ironSource’s dependence upon the success of the gaming and cellular app ecosystem and the dangers typically related to the gaming trade; (xxi) ironSource’s, and ironSource’s opponents’, potential to detect or stop fraud on its platforms; (xxii) failure to forestall safety breaches or unauthorized entry to ironSource’s or its third-party service suppliers knowledge; (xxiii) the worldwide scope of ironSource’s operations, that are topic to legal guidelines and rules worldwide, lots of that are unsettled and nonetheless creating; (xxiv) the quickly altering and more and more stringent legal guidelines, contractual obligations and trade requirements regarding privateness, knowledge safety, knowledge safety and the safety of youngsters; and (xxv) the consequences of well being epidemics, together with the COVID-19 pandemic.
ironSource and TBA warning you towards inserting undue reliance on forward-looking statements, which replicate present beliefs and are primarily based on info at present out there as of the date a forward-looking assertion is made. Ahead-looking statements set forth herein converse solely as of the date of this communication. Neither ironSource nor TBA undertakes any obligation to revise forward-looking statements to replicate future occasions, adjustments in circumstances, or adjustments in beliefs. Within the occasion that any forward-looking assertion is up to date, no inference ought to be made that ironSource or TBA will make extra updates with respect to that assertion, associated issues, or another forward-looking statements. Any corrections or revisions and different essential assumptions and components that would trigger precise outcomes to vary materially from forward-looking statements, together with discussions of great danger components, could seem, as much as the consummation of the proposed transaction, in TBA’s public filings with the SEC or, upon and following the consummation of the proposed transaction, in ironSource’s public filings with the SEC, that are or will likely be (as acceptable) accessible at www.sec.gov, and which you might be suggested to seek the advice of.
Market, rating and trade knowledge used all through this communication, together with statements concerning market dimension and expertise adoption charges, is predicated on the great religion estimates of ironSource’s administration, which in flip are primarily based upon ironSource’s administration’s assessment of inner surveys, impartial trade surveys and publications, together with stories by Altman Solon, App Annie, AppsFlyer, Apptopia, eMarketer, Newzoo, Omdia and Sensor Tower and different third occasion analysis and publicly out there info. These knowledge contain a lot of assumptions and limitations, and you might be cautioned to not give undue weight to such estimates. Whereas ironSource isn’t conscious of any misstatements concerning the trade knowledge offered herein, its estimates contain dangers and uncertainties and are topic to alter primarily based on numerous components, together with these mentioned above.
SOURCE Thoma Bravo Benefit; ironSource