Business Context and Reporting Period
Company: Veeva Systems Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: September 29, 2015
Event: Completion of the acquisition of Mineral Newco Ltd. (the "Target"), the ultimate parent company of the Zinc Ahead group of companies, by Veeva U.K. Holdings Limited, an indirect subsidiary of the Company.
Key Financial Metrics
This filing reports on a specific transaction rather than periodic financial performance. Consequently, standard metrics such as revenue, profit, cash flow, margins, and debt levels for the reporting period are not provided in this document.
| Metric | Value |
|---|---|
| Total Aggregate Purchase Price | Approximately $130 million in cash |
| Deferred Consideration | $10 million (payable over three years to non-institutional shareholders and option holders) |
| Use of Cash | Includes amounts to pay off outstanding indebtedness and expenses at closing |
Material Changes
The primary material change is the expansion of the Company's corporate structure through the acquisition of the Zinc Ahead group. The transaction was completed on September 29, 2015, pursuant to a Share Purchase Agreement dated the same day. The sellers include Accel-KKR Structured Capital Partners, LP and other parties.
Guidance, Outlook, and Risks
- Financial Statements: Financial statements of the acquired business and pro forma financial information are not included in this filing. They are scheduled to be filed by amendment to this 8-K or within Item 5 of the Form 10-Q for the fiscal quarter ended October 31, 2015, no later than 71 calendar days following the filing date.
- Contractual Terms: Sellers have provided warranties and indemnities regarding the Target. Certain sellers are subject to non-competition restrictions.
- Disclaimer: The filing explicitly states that representations and warranties in the Purchase Agreement were negotiated to allocate risk and should not be relied upon as factual disclosures regarding the Target.
Investor Verification Checklist
- Verify the final purchase price and any adjustments to the $130 million cash and $10 million deferred consideration figures in the upcoming Form 10-Q.
- Review the pro forma financial information to understand the impact of the acquisition on Veeva's consolidated financial position.
- Examine the financial statements of the acquired Zinc Ahead group to assess historical performance and liabilities.
- Confirm the timeline for the payment of the $10 million deferred consideration.