OREANDA-NEWS. June 29, 2018. Convergys Corporation (NYSE: CVG), a global leader in customer experience outsourcing, today announced that it has entered into a definitive agreement under which SYNNEX Corporation (NYSE: SNX), a leading business process services company, will acquire Convergys in a cash and stock transaction with an enterprise value of approximately $2.8 billion, including approximately $170 million of Convergys outstanding net debt. Under the terms of the agreement, Convergys shareholders will receive $13.25 per share in cash and 0.1193 shares of SYNNEX common stock for each Convergys common share they own, subject to a collar as described in the agreement. The implied price of $26.50 per Convergys share represents a LTM EBITDA multiple of 8.4x (as of March 31, 2018) and an 18% premium to the Company’s unaffected closing stock price on May 10, 2018, the last trading day prior to published market speculation regarding a potential transaction involving Convergys.

Following the close of the transaction, it is expected that Convergys will be combined with SYNNEX’s industry-leading CRM BPO subsidiary, Concentrix, thereby enhancing the capabilities and talent of both organizations and creating a premier global customer engagement services company.

Andrea Ayers, president and chief executive officer of Convergys, said, “We are pleased to have reached this agreement, which provides important benefits for all of our stakeholders, including our shareholders, who will receive an immediate premium in addition to value from their equity participation in the growth and synergies resulting from the combination of Convergys and SYNNEX. Convergys clients will be even better served by the combined organization’s increased scale, strong talent, best-in-class analytics, technology, and digital offerings, and a shared commitment to helping them successfully navigate the increasingly complex CX ecosystem. After nearly 30 years at Convergys, I can confidently say that our people exemplify the very best in the business, and they will join a company with highly complementary capabilities and a similar culture. Indeed, we expect Convergys employees to gain expanded career opportunities as part of a larger organization with an enhanced industry-leading position. Concentrix is an ideal partner for Convergys, and we look forward to a seamless transition.”

Additional details regarding the combination and the strategic and financial benefits it creates are available in a separate press release issued today by SYNNEX and available on its website.

The transaction has been approved by both companies’ boards of directors and is expected to close by the end of the 2018 calendar year, subject to the approval of shareholders of both companies, the receipt of regulatory approvals and other customary closing conditions.

Centerview Partners is acting as financial advisor to Convergys, and Wachtell, Lipton, Rosen & Katz is legal counsel.

SYNNEX Conference Call and Webcast

SYNNEX will host a conference call and webcast today, Thursday, June 28, 2018 at 2:00 PM (PT) / 5:00 PM (ET) to discuss this announcement. A live audio broadcast of the call will be available at http://ir.synnex.com. A replay of the webcast will be available at approximately two hours after the earnings call has concluded.

About Convergys

Convergys delivers consistent, quality customer experiences in 58 languages and from more than 150 locations around the globe. We partner with our clients to improve customer loyalty, reduce costs, and generate revenue through an extensive portfolio of capabilities, including customer care, analytics, tech support, collections, home agent, and end-to-end selling. We are committed to delighting our clients and their customers, delivering value to our shareholders, and creating opportunities for our talented, caring employees in 33 countries around the world.

Visit www.convergys.com to learn more about us.

About SYNNEX Corporation

SYNNEX Corporation is a Fortune 500 corporation and a leading business process services company, providing a comprehensive range of distribution, logistics and integration services for the technology industry and providing outsourced services focused on customer engagement strategy to a broad range of enterprises. SYNNEX distributes a broad range of information technology systems and products, and also provides systems design and integration solutions. Concentrix, a wholly-owned subsidiary of SYNNEX Corporation, offers a portfolio of strategic solutions and end-to-end business services around customer engagement strategy, process optimization, technology innovation, front and back-office automation and business transformation to clients in ten identified industry verticals. Founded in 1980, SYNNEX Corporation operates in numerous countries throughout North and South America, Asia Pacific and Europe. Additional information about SYNNEX may be found online at www.synnex.com.