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HashiCorp Shareholders Vote to Approve Transaction with IBM

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HashiCorp Inc. (NASDAQ: HCP) announced that its stockholders have approved the acquisition by IBM (NYSE: IBM) at a Special Meeting of Stockholders. This marks a significant step towards finalizing the merger between the multi-cloud infrastructure automation company and the tech giant. Dave McJannet, HashiCorp's CEO, expressed satisfaction with this milestone and highlighted the potential for accelerating HashiCorp's mission through the union of two leading technology businesses with complementary visions.

The transaction is expected to close by the end of 2024, pending remaining regulatory approvals and other customary closing conditions. The final voting results will be filed with the U.S. Securities and Exchange Commission as part of a Form 8-K.

Positive
  • Stockholder approval for the acquisition by IBM
  • Potential acceleration of HashiCorp's mission through the merger
  • Expected closure of the transaction by the end of 2024
Negative
  • None.

Insights

The acquisition of HashiCorp by IBM is a significant event that will likely have substantial implications for both companies and their investors. For HashiCorp, the acquisition by a tech giant like IBM could provide the company with additional resources and market reach, potentially accelerating its growth and development in the multi-cloud infrastructure automation market. This could mean a better return on investment for HashiCorp shareholders in the long term.

From a financial perspective, investors should closely examine the terms of the acquisition, the valuation of HashiCorp in the transaction and how this aligns with the broader market trends and IBM's strategic goals. Typically, acquisitions are aimed at creating synergies that can lead to cost savings, enhanced product offerings and increased market share. However, the actual realization of these benefits can often take time and may come with integration challenges.

Investors need to keep an eye on IBM's financial health and track record with past acquisitions to gauge the potential success of this transaction. It's important to note that the final details will be made available in the Form 8-K filing with the SEC, so reviewing that document will provide a more comprehensive understanding of the financial impacts and any potential red flags.

From a technological standpoint, the acquisition of HashiCorp by IBM is a strategic move that could significantly enhance IBM's capabilities in the multi-cloud infrastructure automation space. HashiCorp is known for its robust solutions that manage, secure and run infrastructure across multiple cloud environments. Integrating these solutions with IBM's existing offerings can potentially create a more comprehensive and powerful suite for cloud management and automation.

IBM has been increasingly focusing on hybrid and multi-cloud environments and this acquisition aligns well with its strategy to dominate this sector. HashiCorp's expertise in infrastructure as code (IaC) with popular tools like Terraform and Vault could be leveraged to strengthen IBM's position against competitors like Amazon AWS and Microsoft Azure.

However, the success of this integration will depend on how well IBM can merge HashiCorp's innovative culture with its own larger, more structured environment. The tech community will be looking for signs of seamless integration, product enhancements and new joint offerings that could arise from this union.

SAN FRANCISCO, July 15, 2024 (GLOBE NEWSWIRE) -- HashiCorp Inc. (NASDAQ: HCP), a leading multi-cloud infrastructure automation company, today announced that at the Special Meeting of Stockholders (the “Special Meeting”) held earlier today, based on preliminary voting results, HashiCorp stockholders voted to approve the acquisition of HashiCorp by IBM (NYSE: IBM).

“We are pleased to achieve this important milestone towards officially joining IBM and thank our stockholders for their support,” said Dave McJannet, HashiCorp chief executive office. “By uniting two leading technology businesses with complementary visions, this transaction provides an incredible opportunity to accelerate HashiCorp's mission.”

The final voting results of the Special Meeting will be filed as part of a Form 8-K with the U.S. Securities and Exchange Commission. The transaction is expected to close by the end of 2024, subject to the remaining regulatory approvals and other customary closing conditions under the merger agreement.

About HashiCorp

HashiCorp is The Infrastructure Cloud™ company, helping organizations automate multi-cloud and hybrid environments with Infrastructure Lifecycle Management and Security Lifecycle Management. HashiCorp offers The Infrastructure Cloud on the HashiCorp Cloud Platform (HCP) for managed cloud services, as well as self-hosted enterprise offerings and community source-available products. The company is headquartered in San Francisco, California. For more information, visit HashiCorp.com.

Press Contacts:
Matthew Sherman / Jed Repko / Haley Salas / Joycelyn Barnett
Joele Frank, Wilkinson Brimmer Katcher
212-355-4449

Forward-Looking Statements

This communication may contain forward-looking statements that involve risks and uncertainties, including statements regarding (i) the pending acquisition of HashiCorp (the “Transaction”); (ii) the expected timing of the closing of the Transaction; (iii) considerations taken into account in approving and entering into the Transaction; and (iv) expectations for HashiCorp following the closing of the Transaction. There can be no assurance that the Transaction will be consummated. Risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements, in addition to those identified above, include: (i) the possibility that the conditions to the closing of the Transaction are not satisfied, including the risk that required regulatory approvals to consummate the Transaction are not obtained, on a timely basis or at all; (ii) the occurrence of any event, change or other circumstance that could give rise to a right to terminate the Transaction, including in circumstances requiring HashiCorp to pay a termination fee; (iii) possible disruption related to the Transaction to HashiCorp’s current plans, operations and business relationships, including through the loss of customers and employees; (iv) the amount of the costs, fees, expenses and other charges incurred by HashiCorp related to the Transaction; (v) the risk that HashiCorp’s stock price may fluctuate during the pendency of the Transaction and may decline if the Transaction is not completed; (vi) the diversion of HashiCorp management’s time and attention from ongoing business operations and opportunities; (vii) the response of competitors and other market participants to the Transaction; (viii) potential litigation relating to the Transaction; (ix) uncertainty as to timing of completion of the Transaction and the ability of each party to consummate the Transaction; and (x) other risks and uncertainties detailed in the periodic reports that HashiCorp files with the SEC, including HashiCorp’s Annual Report on Form 10-K. All forward-looking statements in this communication are based on information available to HashiCorp as of the date of this communication, and, except as required by law, HashiCorp does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.


FAQ

What was the outcome of HashiCorp's Special Meeting of Stockholders on July 15, 2024?

HashiCorp stockholders voted to approve the acquisition of HashiCorp (NASDAQ: HCP) by IBM (NYSE: IBM).

When is the HashiCorp and IBM merger expected to close?

The transaction is expected to close by the end of 2024, subject to remaining regulatory approvals and other customary closing conditions.

What did HashiCorp CEO Dave McJannet say about the stockholder approval?

Dave McJannet expressed satisfaction with the milestone and stated that the transaction provides an incredible opportunity to accelerate HashiCorp's mission by uniting two leading technology businesses with complementary visions.

Where will the final voting results of HashiCorp's Special Meeting be filed?

The final voting results of the Special Meeting will be filed as part of a Form 8-K with the U.S. Securities and Exchange Commission.

HashiCorp, Inc.

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