Subsequent Events |
3 Months Ended |
|---|---|
Mar. 31, 2019 | |
| Subsequent Events [Abstract] | |
| Subsequent Events |
Subsequent Events
Acquisition of PortfolioCenter business
On April 1, 2019, pursuant to an asset purchase agreement, dated as of February 21, 2019, between Envestnet, Tamarac, Inc. (“Tamarac”), a wholly owned subsidiary of Envestnet, Performance Technologies, Inc. (“Seller”), a wholly owned subsidiary of The Charles Schwab Corporation (“Schwab”), and Schwab, Tamarac completed the acquisition (the “PortfolioCenter Acquisition”) of certain of the assets, primarily consisting of intangible assets, and the assumption of certain of the liabilities of Sellers’ PortfolioCenter Business. The PortfolioCenter Business comprised Seller’s business of providing to investment advisors: desktop, hosted and outsourced multicustodial software solutions that provide data-management and performance-measurement tools, as well as customizable accounting, reporting, and billing functions consisting of the software applications comprising the commercial products known as PortfolioCenter desktop application, PortfolioCenter Hosted, and PortfolioServices.
Envestnet expects to integrate the technology and operations of the PortfolioCenter Business into the Company’s Envestnet Wealth segment.
In connection with the PortfolioCenter Acquisition, Tamarac paid $17,500 in cash plus the assumption of certain liabilities. Tamarac funded the PortfolioCenter Acquisition with available cash resources. Seller is also entitled to an earn-out payment calculated based on the PortfolioCenter Business’ revenue for the twelve-month period beginning on April 1, 2020.
Due to the lack of available information, the disclosures in relation to ASC 805 are currently not able to be included in this Form 10-Q.
Acquisition of PIEtech
On May 1, 2019, pursuant to an agreement and plan of merger (the “Merger Agreement”), dated as of March 14, 2019, between, among others, PIEtech, Inc., a Virginia corporation (“PIEtech”), Envestnet and Pecan Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Envestnet (“Merger Sub”), the Company completed the merger of PIEtech with and into Merger Sub, with Merger Sub continuing as the surviving corporation (the “PIEtech Merger”) and a wholly owned direct subsidiary of Envestnet. PIEtech, operating as Envestnet | MoneyGuide, will be included in the Envestnet Wealth segment.
PIEtech empowers financial advisors to use financial planning to efficiently motivate their clients to create, implement and maintain financial plans that best meet their lifetime financial goals.
The acquisition of PIEtech establishes Envestnet as a leader in financial planning solutions, providing advisors and their clients with access to a full spectrum of financial planning capabilities, and offering a broad range of data-driven, financial plan-informed financial wellness solutions, both domestically and internationally over time. Integration of PIEtech's MoneyGuide software with the Company's integrated technology platform is expected to reduce friction and enhance productivity for advisors.
Subject to the terms and conditions of the Merger Agreement, Envestnet paid $295,000 in cash and issued approximately 3,200,000 shares of common stock for all the outstanding shares of PIEtech. This totals to estimated consideration of approximately $500,000, subject to certain post-closing adjustments. Envestnet also established a retention bonus pool consisting of approximately $30,000 of cash and restricted stock units to be granted to employees and management of PIEtech as inducement grants.
Envestnet funded the acquisition with cash on hand and additional borrowings under its revolving credit facility.
Due to the lack of available information, the disclosures in relation to ASC 805 are currently not able to be included in this Form 10-Q.
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