Veeva systems inc. (nyse:veev) completed the acquisition of crossix solutions inc.

Veeva systems inc. (nyse:veev) entered into an agreement to acquire crossix solutions inc. for $430 million on september 25, 2019. under the terms of the deal, all outstanding shares of crossix capital stock and vested options to purchase crossix capital stock will be cancelled in exchange for the right to receive aggregate cash consideration of $430 million, subject to certain customary purchase price adjustments, and certain unvested options shall be converted into options to purchase shares of veeva’s class a common stock, subject to the same vesting schedules and proportionate exercise price as were applicable to such unvested options. a portion of the aggregate consideration, $43 million, will be held in escrow to partially secure the indemnification obligations of the crossix security holders. in addition, certain crossix employees will be granted approximately $80 million in restricted stock units and approximately $40 million in options to purchase shares of veeva’s class a common stock. the restricted stock units and options will vest over 5.5 years. crossix will operate as an independent business unit as a wholly owned subsidiary of veeva. crossix will operate with its current brand and will continue to be led by its chief executive officer, asaf evenhaim. crossix will remain headquartered in new york and continue operations in israel and belarus. the closing is subject to customary conditions, including regulatory approvals, each of the offer letters and non-competition agreements entered into with certain mutually identified employees concurrently with the execution of this agreement shall remain in full force and effect, at least 80% of the other current employees shall have entered into offer letters on veeva or its designee’s customary form, and none of the foregoing current employees shall have ceased to be an employee or expressed an intention to cease to be an employee of veeva or its affiliates following the closing, crossix shall have executed joinder agreements, from sellers representing, in the aggregate, at least 90% of the total consideration payable to sellers with respect to their outstanding shares of crossix capital stock and/or vested crossix options issued and outstanding immediately prior to the effective time, executed stockholder written consents in each case from stockholders holding shares of crossix capital stock representing at least 90% of crossix capital stock, on an as converted to crossix common stock basis, a firpta certificate, the escrow agreement, duly executed by the stockholder representative and duly executed resignation letters from each member of crossix board. the merger is anticipated to close in november 2019. melissa v. hollatz, john mcgaraghan, m. madeleine boshart, myra sutanto shen, matthew staples, richard c. blake, eileen m. o’pray, christopher a. williams and todd hahn of wilson sonsini goodrich & rosati acted as legal advisors to veeva systems. gil breiman of burns & levinson llp acted as legal advisor to crossix solutions. veeva systems inc. (nyse:veev) completed the acquisition of crossix solutions inc. on november 1, 2019.
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