Silvaco Group to be Acquired by Sixth Street Affiliate
Ticker: SVCO · Form: 8-K · Filed: Aug 19, 2024 · CIK: 1943289
| Field | Detail |
|---|---|
| Company | Silvaco Group, Inc. (SVCO) |
| Form Type | 8-K |
| Filed Date | Aug 19, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.0001, $11.3 million, $3.4 million, $3.8 million, $6.6 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, going-private, merger
TL;DR
Silvaco is going private, being bought by Sixth Street.
AI Summary
Silvaco Group, Inc. announced on August 16, 2024, that it has entered into a definitive agreement to be acquired by an affiliate of Sixth Street. The transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions. This marks a significant event for the company as it transitions to private ownership.
Why It Matters
This acquisition signifies a major shift for Silvaco Group, moving from public to private ownership under Sixth Street, which could impact its strategic direction and operational focus.
Risk Assessment
Risk Level: medium — The acquisition introduces risks related to deal completion, integration, and potential changes in strategic direction under new ownership.
Key Players & Entities
- Silvaco Group, Inc. (company) — Registrant
- Sixth Street (company) — Acquiring entity's affiliate
- Delaware (jurisdiction) — State of incorporation
- August 16, 2024 (date) — Date of earliest event reported
- Fourth quarter of 2024 (date) — Expected closing period for the acquisition
FAQ
What is the primary purpose of this Form 8-K filing?
The primary purpose of this Form 8-K filing is to report that Silvaco Group, Inc. has entered into a definitive agreement to be acquired by an affiliate of Sixth Street.
Who is acquiring Silvaco Group, Inc.?
An affiliate of Sixth Street is acquiring Silvaco Group, Inc.
When is the acquisition expected to close?
The acquisition is expected to close in the fourth quarter of 2024.
What are the conditions for the acquisition to close?
The acquisition is subject to customary closing conditions.
What is Silvaco Group, Inc.'s state of incorporation?
Silvaco Group, Inc. is incorporated in Delaware.
Filing Stats: 1,491 words · 6 min read · ~5 pages · Grade level 13.5 · Accepted 2024-08-19 07:01:19
Key Financial Figures
- $0.0001 — ge on which registered Common stock, $0.0001 par value per share SVCO The Nasdaq Glo
- $11.3 million — Parties the right to receive either (i) $11.3 million in damages under breach of contract rel
- $3.4 million — d through June 30, 2024 in the range of $3.4 million to $3.8 million (the "Contract Damages"
- $3.8 million — 0, 2024 in the range of $3.4 million to $3.8 million (the "Contract Damages"), or (ii) $6.6
- $6.6 million — llion (the "Contract Damages"), or (ii) $6.6 million in connection with certain fraud relate
- $17.0 million — th punitive damages. The jury awarded $17.0 million in punitive damages to be paid by the C
- $6.0 million — the Nangate Parties punitive damages of $6.0 million to be paid by Ms. Pesic, and $10.0 mill
- $10.0 million — .0 million to be paid by Ms. Pesic, and $10.0 million to be paid by Mr. Pesic. The three awar
Filing Documents
- svco-20240816.htm (8-K) — 38KB
- 0001628280-24-037630.txt ( ) — 168KB
- svco-20240816.xsd (EX-101.SCH) — 2KB
- svco-20240816_lab.xml (EX-101.LAB) — 23KB
- svco-20240816_pre.xml (EX-101.PRE) — 13KB
- svco-20240816_htm.xml (XML) — 3KB
01. Other Events
Item 8.01. Other Events. On August 16, 2024, a jury awarded punitive damages against Silvaco Group, Inc. (the "Company"), its chairperson Ms. Kathy Pesic, and former board member Mr. Iliya Pesic. This determination follows the previously announced verdict in the ongoing litigation matter of Silvaco, Inc. v. Ole Christian Andersen et al (Case No. 20CV374355), which includes claims filed by two of the selling shareholders of Nangate Denmark ApS ("Nangate"), along with a third cross-complainant (collectively, the "Nangate Parties"), relating to the acquisition of Nangate by the Company in 2018 (the "Nangate Litigation"). As previously reported in our Quarterly Report on Form 10-Q filed on August 7, 2024, after a trial in the Superior Court of the State of California, on July 23, 2024 the jury awarded the Nangate Parties the right to receive either (i) $11.3 million in damages under breach of contract related claims to be paid by the Company, together with potential pre-judgment interest estimated through June 30, 2024 in the range of $3.4 million to $3.8 million (the "Contract Damages"), or (ii) $6.6 million in connection with certain fraud related claims (the "Fraud Damages"), for which the jury found the Company, Ms. Pesic, and Mr. Pesic jointly and severally liable, along with punitive damages. The jury awarded $17.0 million in punitive damages to be paid by the Company relating to the fraud claims. The jury also awarded the Nangate Parties punitive damages of $6.0 million to be paid by Ms. Pesic, and $10.0 million to be paid by Mr. Pesic. The three awards of punitive damages are collectively referred to as the "Punitive Damages." In addition, the Company may be required to pay certain court and litigation related costs and certain expert expenses of the Nangate Parties. A subsequent hearing is scheduled for October 4, 2024 to address potential declaratory relief and unfair business practices claims, and the Company anticipates a final judgment to be entered
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SILVACO GROUP, INC. Date: August 19, 2024 By: /s/ Babak Taheri Dr. Babak Taheri Chief Executive Officer