Hawk Acquisition & Seven2 SAS Acquire Identiv Stake

TL;DR

**Hawk Acquisition & Seven2 SAS just bought a big chunk of Identiv. Watch this space.**

AI Summary

Hawk Acquisition, Inc. and Seven2 SAS have jointly acquired a significant stake in Identiv, Inc. as of April 12, 2024. The filing indicates a change in beneficial ownership, with the entities now holding a combined interest in the company's common stock. This move suggests a potential strategic interest or activist approach towards Identiv, Inc.

Why It Matters

This filing signals a substantial shift in ownership for Identiv, Inc., potentially leading to changes in corporate strategy, board composition, or future M&A activity.

Risk Assessment

Risk Level: medium — Significant stake acquisition by new entities can introduce uncertainty regarding future corporate actions and potential changes in control.

Key Players & Entities

• Hawk Acquisition, Inc. (company) — Acquiring entity
• Seven2 SAS (company) — Acquiring entity
• Identiv, Inc. (company) — Subject company
• 20240412 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 — , Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securitie
• $145 million — bsidiary of the Issuer, in exchange for $145 million in cash, subject to certain adjustments

Filing Documents

• ef20026888_sc13d.htm (SC 13D) — 108KB
• ef20026888_ex4.htm (EX-99.4) — 6KB
• 0001140361-24-019699.txt ( ) — 116KB

of this Schedule 13D)

Item 4 of this Schedule 13D). Item 4. Purpose of Transaction. Purchase Agreement On April 2, 2024, the Issuer and Hawk entered into a Stock and Asset Purchase Agreement (the " Purchase Agreement "). Upon the terms and subject to the conditions set forth in the Purchase Agreement, at the closing of the transactions contemplated thereby, the Issuer will sell its physical security business (the " Business ") to Hawk through the sale of certain of the Issuer's assets, including all outstanding shares of Identiv Private Limited, a wholly-owned subsidiary of the Issuer, in exchange for $145 million in cash, subject to certain adjustments set forth in the Purchase Agreement, and the assumption of certain liabilities related to the Business (collectively, the " Transaction "). The Purchase Agreement contains customary representations, warranties, covenants and termination rights for a transaction of this nature, including, among other things, customary covenants (i) relating to the conduct of the Business between the signing of the Purchase Agreement and the closing of the Transaction and (ii) regarding the efforts of the parties to cause the Transaction to be consummated, including obtaining certain consents and approvals. The consummation of the Transaction is subject to the satisfaction or waiver of customary closing conditions, including obtaining clearance from the Committee on Foreign Investment in the United States (CFIUS) and the expiration or termination of any required waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. In addition, closing under the Purchase Agreement is contingent on the approval of the Transaction by the stockholders of the Issuer. Voting Agreement In connection with the entry into the Purchase Agreement, on April 2, 2024, Hawk entered into a Voting and Support Agreement (the " Voting Agreement ") with Bleichroeder LP (" Bleichroeder ") and certain funds and managed accounts managed by Bleichroeder, which s

View Full Filing

View this SC 13D filing on SEC EDGAR