Concluding a telecom industry transaction first announced last summer, Milbank, Tweed, Hadley & McCloy has represented Comverse Technology, Inc. (CTI) in its merger with Verint Systems, Inc. The deal was valued at approximately $950 million.
CTI and Verint, which was majority owned by CTI, originally announced their agreement to merge in August 2012. On October 31, 2012, CTI completed a spin-off of Comverse Inc., a developer and marketer of telecommunications software, to CTI’s shareholders which was a condition to the merger with Verint. Milbank represented CTI in the spin-off. CTI had previously held a majority interest in Verint. The merger was consummated on Feb. 4, with CTI merging into a wholly-owned subsidiary of Verint. Under the agreement, CTI shareholders received 0.1298 shares of Verint common stock for each share of CTI common they held.
“What may have looked like a straightforward combination actually required considerable structuring to complete, in part because of the previous equity relationship between CTI and Verint,” Mr. Zeltner said. “We’re very happy to have helped CTI complete its series of transactions and related corporate governance matters resulting in its merger with Verint, a global leader in actionable intelligence solutions and value-added services.”
In addition to David Zeltner, Milbank’s CTI team included partner Rod Miller (securities/finance) and of counsel David Schwartz (corporate), along with associates Brett Nadritch, Elena Radine and David Mollo-Christensen.
