Perficient Reaches Definitive Agreement To Buy Zeon Solutions For ~$35.7M In Cash And Stock

Perficient, Inc. (NASDAQ: PRFT) (“Perficient”), a leading informationtechnology and management consulting firm serving Global 2000 and other largeenterprise customers throughout North America, today announced it has enteredinto a purchase agreement to acquire the assets of Zeon Solutions Incorporatedand its subsidiary, Grand River Interactive LLC, and an Indian affiliate(collectively, “Zeon Solutions”), a $23 million annual services revenuebusiness and IT consulting firm specializing in the development,implementation, integration and support of e-commerce solutions.Perficient's current annualized revenues are now approaching $500 million, andthe acquisition is expected to be accretive to adjusted earnings per share.“We are excited to broaden and deepen our commerce expertise with theinnovative capabilities Zeon Solutions brings to Perficient,” said JeffreyDavis, Perficient's chief executive officer and president. “Additionally,their formidable reputation, customer-centric mentality, strong client rosterand demonstrated propensity to consistently grow revenues and profitabilityensure a strong cultural fit and compelling opportunities for acceleratedgrowth moving forward.”“Today's leading enterprises optimize their customers' online commerceexperiences and drive volume by leveraging sophisticated digital marketing andsearch engine optimization techniques, along with outstanding userexperiences. Zeon Solutions has been well-positioned and succeeding in thisdynamic space for many years,” said Ed Hoffman, Perficient's vice president ofdigital experience solutions. “As one of the largest independent InsiteCommerce and Magento consultancies in North America, Zeon Solutions' servicesextend Perficient's existing commerce capabilities and enable us to deliver aneven broader array of solutions to clients.”The acquisition of Zeon Solutions: * Enhances and expands Perficient's e-commerce, content management, product information management, mobile and digital marketing services and solution expertise; * Increases Perficient's geographic footprint, adding U.S. market locations in Milwaukee and Ann Arbor as well as an off-shore delivery center in Nagpur, India; * Adds nearly 400 consulting, technology, sales and support professionals; and * Adds client relationships with enterprise customers including BSN Sports, Hickory Farms, HoMedics, Jordan's Furniture, Steelcase, Walter Kidde, Woodstream Corp., and many others.Zeon Solutions Chief Executive Officer Rupesh Agrawal joins Perficient in akey leadership role.“Perficient's commitment to, and reputation for, delivering excellence ishighly regarded across many industries and technology platforms,” saidAgrawal. “We are thrilled to join the Perficient team and work to grow andrealize success for our customers in new and exciting ways.”The parties are targeting a closing in early January 2015, subject tocustomary closing conditions. Total consideration to be paid at closing willbe approximately $35.7 million, consisting of approximately $22.3 million incash and approximately $13.4 million in Perficient common stock (based on theaverage closing price of Perficient's common stock on the NASDAQ Global SelectMarket for the 30 trading days immediately preceding the closing date per theterms of the purchase agreement). The purchase price is subject to a networking capital adjustment and earnings-based contingent consideration of upto approximately $2.8 million, payable in cash and Perficient common stock.Randy Grigg, managing partner of Ridgecrest Advisors, advised Perficient onthe transaction in his capacity as a registered investment banking agent ofM&A Securities Group, Inc.