Aptean Enters into Definitive Agreement to Acquire Logility

ALPHARETTA, Ga. & ATLANTA – Today, Aptean, a global provider of mission-critical enterprise software solutions backed by TA Associates (“TA”), Insight Partners, Charlesbank Capital Partners (“Charlesbank”), and Clearlake Capital Group, L.P. (“Clearlake”), announced that it has entered into a definitive agreement to acquire Logility Supply Chain Solutions, Inc. (Nasdaq: LGTY) (“Logility” or the “Company”), a leader in AI-first supply chain management software.

Under the terms of the agreement, Aptean will acquire all of Logility’s outstanding common stock for $14.30 per share in an all-cash transaction. The per share purchase price represents a 27.0% premium to the January 23, 2025 Logility closing share price and a 28.4% premium to the 30-day volume-weighted average share price as of that date. In addition, the per share purchase price represents a 30.1% premium to the unaffected Logility closing share price on Friday, December 6, 2024, prior to 2717 Partners’ public letter on December 9, 2024, calling for Logility to review strategic alternatives, and a 34.1% premium to the 30-day volume-weighted average share price as of that date.

Headquartered in Atlanta, Georgia, Logility provides AI-powered, advanced supply chain planning solutions designed to optimize inventory, improve demand forecasting, and streamline production planning. Logility delivers a comprehensive suite of solutions including demand planning, inventory and supply optimization, manufacturing operations, network design, and vendor and sourcing management. Logility’s solutions are used by over 500 clients in more than 80 countries, spanning the consumer durable goods, apparel/accessories, food and beverage, industrial manufacturing, fast moving consumer goods, wholesale distribution, and chemicals verticals.

“Logility possesses years of experience helping global organizations design, build, and manage their supply chains” said Aptean’s CEO, TVN Reddy. “The Logility platform delivers a mission-critical suite of AI-powered supply chain planning solutions designed to address even the most complex requirements. We look forward to welcoming Logility’s loyal customers and experienced team to Aptean.”

“Since TA’s initial investment in 2019, Aptean has continued to be a leader in innovation for its manufacturing and supply chain clients around the globe. We believe that integrating their complementary solution suites will enable Aptean and Logility to further innovate and enhance their offerings, strengthening their shared commitment to driving client success. We are excited to see the potential this partnership can unlock,” said Hythem T. El-Nazer, Co-Managing Partner at TA.

"We are pleased to announce this transaction with Aptean, which will deliver significant and immediate value to our shareholders," said James B. Miller, Jr., Chairman of Logility’s Board of Directors. "Our Board has consistently evaluated the Company's standalone plan against other strategic opportunities. With the assistance of our financial and legal advisors, the Board conducted a thorough and fulsome auction process commencing late in the summer of 2024. As a result of this process, we unanimously determined that a sale to Aptean represented the best way to maximize shareholder value while also ensuring the Company remains well-positioned to continue providing innovative and leading solutions to clients."

“Aptean’s acquisition of Logility represents a new and exciting chapter for our Company,” said Allan Dow, President & CEO of Logility. “Logility’s mission is to help organizations build sustainable, profitable supply chains that improve people’s lives and the world we live in. We look forward to continuing to provide AI‑first solutions to our strong client base alongside Aptean, which has an impressive track record of helping manufacturers and distributors thrive. We believe this transaction is a great outcome for our clients, Company and shareholders and will help Logility achieve its long-term potential.”

Strategic and Financial Benefits

• Enhanced Focus: By becoming part of Aptean, a privately held company with strong investor backing, Logility will be able to better focus on its long-term strategy without the additional considerations and costs required of a public company.
• Access to Resources: Aptean will provide Logility access to resources that can help accelerate growth and drive strategy execution.
• Enhanced Combined Offerings: Both organizations offer complementary leading-quality solution suites with a proven track record of making clients successful. Working alongside each other, the integration of Logility’s and Aptean’s complementary technologies will result in enhanced combined offerings for clients.
• Shareholder and Client Value: The definitive agreement reflects Logility’s commitment to maximizing shareholder value and provides a foundation for Logility to continue making its clients more successful in the future.

Transaction Details

The transaction is expected to close in the second quarter of 2025, subject to customary closing conditions, including approval of the transaction by Logility’s shareholders and receipt of regulatory approvals. The Logility Board of Directors unanimously approved the definitive agreement and recommends that Logility’s shareholders vote in favor of the transaction. The transaction is not subject to a financing condition.

Upon completion of the transaction, Logility will become part of a privately held company, and its shares of common stock will no longer be listed on The Nasdaq Global Select Market or any other public market.

Advisors

Lazard is serving as financial advisor to Logility, and Jones Day is serving as legal counsel.

Orrick is serving as legal counsel to Aptean.