ARC Document Solutions, Inc. (NYSE:ARC), a leader in commercial art and photography services, announced today the completion of its previously disclosed merger with TechPrint Holdings, LLC ("Parent") and its wholly-owned subsidiary TechPrint Merger Sub, Inc. ("Merger Sub"). The merger was completed on Friday, resulting in ARC becoming a wholly owned subsidiary of the Parent company.
Under the terms of the merger agreement, ARC shareholders will receive $3.40 per share in cash, excluding shares held by the company, Parent, or certain other parties. The transaction is valued at approximately $240 million and was funded through a new credit agreement and equity investments by key members of the company.
Concurrent with the merger, ARC entered into a credit agreement providing a revolving credit facility of up to $60 million and a term loan of $125 million. This financing will support the merger consideration, refinance existing debts, and meet ongoing working capital requirements.
The credit agreement stipulates interest rates based on the Adjusted Term SOFR plus a margin that varies with the company's leverage ratio. The facilities are secured by substantially all assets of the Parent and subsidiary guarantors and mature in five years.
As a result of the merger, ARC's common stock will be delisted from the NYSE, and the company will deregister its securities and suspend reporting obligations with the SEC.
In connection with the merger, the ARC board of directors and certain officers have resigned, with new appointments reflecting the new ownership structure. The company's bylaws and certificate of incorporation were also amended as per the merger agreement terms.
This strategic move is expected to enhance ARC's market position and provide additional resources for growth. The information provided is based on a press release statement.
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