Wayne, PA - January 5, 2012 - ICG Group, Inc. (Nasdaq: ICGE) today updated the investment community regarding some recent events that have occurred at the company.
StarCite Sold to The Active Network
On December 30, 2011, StarCite, Inc., an ICG company that is the leading provider of Web-based solutions to strategically manage corporate meetings and events, was acquired by The Active Network, Inc. (NYSE:ACTV), the leading provider of organization-based cloud computing applications for business events, community activities and sports markets.
ICG's estimated portion of the sale proceeds is valued at approximately $24.9 million, based on the $13.60 closing price of Active's common stock on December 30, 2011. These proceeds consist of approximately $15.8 million in cash and 668,834 shares of Active common stock valued at approximately $9.1 million (based on the $13.60 price). Approximately $100,000 of the cash consideration and 102,199 shares of the Active stock are being held in escrow, subject to customary working capital and indemnity provisions contained in the merger agreement, and 52,986 of the shares of Active stock will be received only if the closing price of Active's stock does not exceed certain thresholds following the closing. The Active shares issued as merger consideration will be registered for resale.
ICG will initially record a gain of approximately $14 million in connection with the sale; the receipt of any additional shares and the release of any escrowed proceeds to ICG will result in additional gains. ICG does not expect to owe any income taxes in connection with the transaction.
GovDelivery Acquired GovInteract
On November 30, 2011, GovDelivery, Inc. acquired GovInteract, an emerging leader in complete Web solutions, including multi-channel emergency communication, for public sector organizations.
The acquisition of GovInteract provides GovDelivery access to key voice, multi-channel alerting functionality that will be incorporated into the GovDelivery Digital Communication Management solution, which is currently used by government to send over 20 million email, SMS and social media messages daily. This integration will streamline processes and reduce costs by allowing government organizations to manage all of their digital communications through a single provider.
Many GovDelivery clients, such as the Federal Emergency Management Administration and the Centers for Disease Control, already rely on GovDelivery Digital Communication Management for emergency preparedness and response communication. Effective immediately through GovInteract's patented technology, GovDelivery clients will now be able to use GovDelivery for voice notification and ReverseDial, a capability that allows public sector organizations to reach and alert both listed and unlisted phone numbers in a geographic area for emergency notifications.
This acquisition is not expected to have a material impact on ICG's 2011 financial results. The terms of the deal were not disclosed.
ICG Commerce Signed Three New Customers
ICG Commerce signed three important contracts late in the fourth quarter. Two of these contracts are with CPG companies.
"We are pleased with the progress we made in the fourth
quarter on several fronts," said Walter Buckley, Chief
Executive Officer of ICG. "The StarCite sale and the
GovDelivery acquisition demonstrate ICG's continued
execution against its strategy of divesting of its
minority-owned companies while enhancing its consolidated
companies through tuck-in acquisitions. Additionally,
we hope to build on the momentum generated by ICG
Commerce's recent new customer signings as we head into
2012."
About ICG Group, Inc.
ICG Group, Inc. (Nasdaq: ICGE) identifies, capitalizes and
grows companies in the cloud-based software and services
sectors. These companies transform the way business
is done by enabling enterprises to increase efficiencies
and improve and automate critical processes. ICG leverages
its unique expertise to carefully identify companies based
on their potential to become market-changers and
market-leaders. ICG is focused on building profitable
businesses in these sectors by infusing them with
management expertise, strategic and operational guidance,
as well as growth capital.
About StarCite, Inc.
StarCite, Inc. provides a technology platform that makes
meetings and event planning, booking and management easier
and more cost-effective for corporations, hotels, venues
and meetings suppliers worldwide. StarCite delivers
visibility, cost savings and control over meetings spending
for businesses and enhanced revenue opportunities for
suppliers. Through Web-based, on-demand technology,
StarCite automates and supports every key element of the
meetings planning and procurement process: planning,
budgeting, buying, attendance, payment, and results
measurement. Using StarCite's proprietary online
marketplace, meetings buyers can connect and conduct
business with over 83,000 hotels, venues, destinations and
suppliers globally. For more information about
StarCite please visit .
About The Active Network, Inc.
The Active Network, Inc. is the leading provider of
organization-based cloud computing applications-serving the
business events, community activities, outdoors and sports
markets-with over 47,000 global business customers and 70
million annual transactions reported last year. Its
technology platform, ActiveWorks®, transforms the way
organizers manage their activities and events by automating
online registrations and streamlining other critical
management functions, while driving consumer participation
to their events. Its flagship media property, Active.com®,
is the leading online community for people who want to
discover, participate in and share activities about which
they are passionate. Headquartered in San Diego,
California since 1999, the company has over 25 offices
worldwide. To learn more, visit or . Follow Active
Network on Twitter @ActiveNetwork, @Active and on Facebook.
About GovDelivery, Inc.
GovDelivery, Inc. the leading provider of
government-to-citizen communication solutions, helps
government maximize direct connections with the public
while reducing communications cost. More than 450
government organizations worldwide, including more than
half of major U.S. federal agencies, as well as state,
county, and city governments in the United States, and
local authorities and central government agencies in the
United Kingdom, use GovDelivery to optimize their
effectiveness, efficiency, and engagement in communications
with the public. GovDelivery is an ICG company (Nasdaq:
ICGE). For more information, visit
About ICG Commerce, Inc.
ICG Commerce, the leading procurement solution provider, is
driving a fundamental change in the way today's businesses
achieve financial agility and fund growth. ICG
Commerce is the only procurement solution provider that has
built a specialized infrastructure dedicated to helping
companies optimize indirect spend and drive bottom line
savings that strengthen their businesses. ICG
Commerce is an ICG company (Nasdaq: ICGE). For more
information, visit .
Safe Harbor Statement under Private Securities
Litigation Reform Act of 1995
The statements contained in this press release that are not
historical facts are forward-looking statements that
involve certain risks and uncertainties, including, but not
limited to, risks associated with the effect of economic
conditions generally, capital spending by our companies'
customers, our companies' collective ability to retain
existing customer relationships and secure new ones, our
companies' ability to compete successfully against their
respective competitors, our companies' ability to timely
and effectively respond to technological developments, our
ability to have continued access to capital and to deploy
capital effectively and on acceptable terms, our ability to
maximize value in connection with divestitures, our and our
companies' ability to retain key personnel, and other risks
and uncertainties detailed in ICG's filings with the
Securities and Exchange Commission. These and other
factors may cause actual results to differ materially from
those projected.
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