Merger PFDRU

ServiceMax to Be Listed on Nasdaq following Business Combination with Pathfinder Acquisition Corporation

, SPAC Research

ServiceMax, Inc., the leader in asset-centric field service management software, today announced it has entered into a business combination agreement with Pathfinder Acquisition Corporation (NASDAQ: PFDR).

The transaction anticipates a pro forma enterprise value of $1.4 billion.

Existing ServiceMax investors, including Silver Lake, GE, and Salesforce Ventures are retaining their entire equity ownership.

ServiceMax also announces definitive agreement to acquire LiquidFrameworks, a leading energy sector-focused mobile field operations cloud software vendor.

The transaction is expected to deliver approximately $335 million of gross proceeds to the combined company from the cash held in PFDR’s trust account (assuming no redemptions), and including $10 million proceeds from a strategic common equity investment immediately prior to closing by leading software companies PTC Inc. and Salesforce Ventures at the same valuation as the business combination transaction.

The combined proceeds will be used to support the Company’s growth opportunities, including the acquisition of LiquidFrameworks for $145 million in cash, and for general corporate purposes.

Both Boards of Directors have unanimously approved the said business combination, and it is expected to close in the fourth quarter of 2021, subject to shareholder approval and other customary closing conditions.

Citi is acting as lead financial advisor and William Blair is acting as capital markets advisor to ServiceMax in connection with the transaction. Deutsche Bank, RBC Capital Markets and Stifel are acting as financial and capital markets advisors to Pathfinder. Ropes & Gray LLP is acting as legal advisor to ServiceMax. Kirkland & Ellis LLP is acting as legal counsel to Pathfinder.

Neil Barua, who has served as CEO of the Company since 2019, will continue to lead the business post-transaction.

Upon closing of the transaction, ServiceMax will become a publicly traded company, and is expected to be listed on the Nasdaq Stock Exchange under the symbol "SMAX".

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