The transaction implies the combined company’s enterprise value of approximately $1.1 billion and an approximately 8.0x multiple of expected 2019 adjusted EBITDA. Upon closing of the transaction, Pensare intends to change its name to “TPx Corp.” and expects to continue trading on Nasdaq under the new ticker symbol “TPXC.”
It is anticipated that TPx’s management team, led by CEO Dick Jalkut and CFO Tim Medina, will continue to lead the combined company and Pensare CEO, Darrell J. Mays, will serve as vice chairman of the combined company’s board of directors.
In addition, TPx’s current controlling stockholders, including its largest stockholder, Investcorp, will remain as equity holders in the combined entity.
Jalkut, and Tayeh, Pensare Chairman Larry Mock and former president of Vonage Business, Clark Peterson, are expected to join the combined company’s board of directors. The combined company will also appoint additional directors, a majority of whom will be independent.