SolarWinds Confirms N-able Spin-Out Date

The SolarWinds spin-off of N-able is confirmed for July 2021, the parent company and the MSP software provider have disclosed.

N-able’s core focus on the MSP software market will not change.

The N-able spin-off involves a two-step process — known as a “record date” on July 12 and a “distribution date” on July 19. N-able stock will trade on the New York Stock Exchange under the symbol NABL.

N-able Spin-Off: One Year in the Making

John Pagliuca, president, N-able

SolarWinds disclosed in mid-2020 that it was exploring a potential N-able spin-out. In recent months, N-able President John Pagliuca has announced multiple executive hires as part of the spin-out plan — including Jeff Nulsen as chief marketing officer (CMO); Dave MacKinnon as chief security officer and Peter Anastos as executive vice president, general counsel. Moreover, Pagliuca’s title will shift to CEO once the MSP software provider’s spin-out is completed.

Four additional financial details to note include:

1. Each SolarWinds stockholder as of the Record Date will receive one share of N-able common stock for every two shares of SolarWinds common stock held by such stockholder as of the Record Date. Stockholders will receive cash in lieu of any fractional shares that they would otherwise receive in the Distribution.

2. Holders of SolarWinds common stock as of the Record Date are not being asked to take any action to receive N-able common stock in the Distribution.

3. Trading in common stock of N-able is expected to begin on a “when issued” basis on or about July 9, 2021, on the New York Stock Exchange, under the symbol “NABL WI”. “When issued” trading of common stock of N-able will continue until the Distribution occurs. SolarWinds anticipates that “regular way” trading of common stock of N-able under the symbol “NABL” will begin on July 20, 2021.

4. N-able is expected to enter into a credit agreement providing for $410.0 million of first lien secured credit facilities, consisting of a $60.0 million revolving credit facility and a $350.0 million term loan facility with JPMorgan Chase, Bank, N.A. as administrative agent and collateral agent, and the lenders from time to time party thereto. The expected use of the net proceeds from the Term Loan will primarily be used to repay existing intercompany indebtedness, the companies say.

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