On November 3, 2020, Telenav, Inc., a leading provider of connected-car and location-based services, announced that it has entered into a definitive merger agreement to be acquired by V99, Inc., a Delaware corporation led by HP Jin, co-founder, president, and chief executive officer of Telenav, for $4.80 per share in an all-cash transaction that values Telenav at approximately $241 million. Acting upon unanimous recommendation by a special committee, the Telenav board of directors unanimously approved the merger agreement and the merger, with Mr. Jin and Samuel T. Chen (a director at Telenav) recusing themselves from all related discussions and abstaining from the vote. The special committee negotiated the terms of the merger agreement with assistance from its independent financial and legal advisors. Messrs. Jin and Chen and a certain entity affiliated with Mr. Chen are expected to provide debt financing in connection with the proposed transaction. Wilson Sonsini Goodrich & Rosati represented Telenav’s special committee in the transaction.
The per-share purchase price represents a premium of approximately 33.3 percent over Telenav’s closing stock price on October 1, 2020, the last full trading day prior to announcing that the special committee had received a non-binding “go-private” proposal from V99. Upon completion of the transaction, Telenav will become a private company with the flexibility to continue investing in its connected-car strategy.
The merger agreement includes a 30-day “go-shop” period expiring on December 2, 2020, which permits the special committee and its advisors to solicit alternative acquisition proposals from third parties.
The transaction is expected to close during the first calendar quarter of 2021, subject to customary closing conditions, including approval by Telenav stockholders, approval by Telenav stockholders holding a majority of the outstanding shares owned by stockholders other than Mr. Jin, Mr. Chen, Changbin Wang, and each of their affiliates and related parties, and receipt of regulatory approvals. Upon closing of the transaction, Telenav common stock will no longer be listed on any public market. Telenav will continue to be headquartered in Santa Clara, California.
The Wilson Sonsini team that represented Telenav in the transaction includes:
M&A and General Corporate
Julia Reigel
Rob Ishii
Rich Mullen
Erika Muhl
Emily Coskey
Elia Perez Villamarin
Credit Finance
Dana Hall
Employee Benefits and Compensation
Jackie Tokuda
Jason Chan
Data and Privacy
Matt Staples
Daniel Chen
Michael O'Brien
Antitrust
Jamillia Ferris
Employment
Briza Lucas
Nedim Novakovic
Regulatory
Stephen Heifetz
Seth Cowell
For more information, please see Telenav’s press release.