Envestnet, Inc. (NYSE:ENV) entered into an agreement to acquire Folio Dynamics Inc. from Actua Holdings, Inc. and other shareholders for approximately $200 million on September 25, 2017. The consideration is subject to post-closing adjustments, including working capital, cash, debt and other items. As part of the transaction, Envestnet expects to receive tax benefits valued at approximately $10 million pursuant to the purchase. Under the terms of the transaction, all the outstanding shares of Folio Dynamics will be converted into the right to receive consideration in cash and all outstanding stock options of the Folio Dynamics will be cancelled. An indemnification escrow amount of $0.98 million and representative fund amount of $0.5 million will be deducted from the consideration of $195 million along with some other working capital and cash adjustments and will be paid later on escrow clearance. Actua Corporation (NasdaqGS:ACTA), (‘Actua’) the parent company of Actua Holdings, expects to receive approximately $174 million of net proceeds and does not expect to owe any material income taxes in connection with the transaction. Envestnet will fund the transaction with a combination of cash on Envestnet balance sheet and borrowings under its revolving credit facility. Envestnet is liable to pay a fee of $7 million to Folio Dynamics in case the transaction terminates under certain circumstances. The transaction is subject to customary closing conditions, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, representative and the escrow agent shall have executed, stockholder approval of Envestnet and third-party consents, execution of payment agent agreement, non-competition and non-solicitation agreement and other customary conditions. The Board of Directors of Folio Dynamics and Envestnet has approved the transaction and expect the deal to complete in the first quarter of 2018. Actua intends to distribute substantially all of the net proceeds from the transactions to Actua stockholders in one or more distributions. Envestnet expects the transaction to be modestly accretive to adjusted EBITDA and adjusted net income per share immediately, and to achieve its post-integration financial performance goals, including approximately $20 million in identified cost synergies, within 36 months of closing. J.P. Morgan Securities LLC acted as financial advisor to Envestnet. Edward S. Best and Nina L. Flax of Mayer Brown LLP acted as legal advisors to Envestnet. Evercore Inc. (NYSE:EVR) acted as financial advisor to Actua. Stephen M. Leitzell of Dechert LLP acted as legal advisor to Actua. JPMorgan Chase Bank, NA acted as escrow agent in the transaction. Jeffrey D. Marell and Jason S. Tyler of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisors to Evercore. Envestnet, Inc. (NYSE:ENV) completed the acquisition of Folio Dynamics Inc. from Actua Holdings, Inc. and other shareholders on January 2, 2018. Actua Corporation realized cash proceeds of approximately $166.3 million and will receive an additional approximately $11.6 million in cash proceeds in the second quarter of 2018 if and to the extent that FolioDynamix is able to meet an agreed-upon threshold. The completion of the transaction follows the receipt of all necessary regulatory approvals and third party consents. As of June 18, 2018, Actua Holding received approximately $8.6 million of additional cash proceeds from post-closing purchase price adjustments.