Penguin Solutions Announces Closing of $200 Million Strategic Investment from SK Telecom
The gross proceeds to Penguin Solutions from the transaction are
In connection with the Investment, Penguin Solutions has added Min Yong Ha to its Board of Directors, as a designee of SKT. Mr. Ha has served as SKT’s Chief Development Officer since April 2022. Previously, Mr. Ha also served as the Chief Executive Officer of AI semiconductor companies and affiliates of SKT, SAPEON Inc. from July 2024 until November 2024 and SAPEON Korea Inc. from July 2024 until December 2024. Prior to his positions at SKT and its affiliates, Mr. Ha held various positions at SKT, including as Vice President, Global Alliance, Vice President, Corporate Planning and Vice President, Innovation Suite. Mr. Ha also serves on the boards of several companies, including SKT affiliates, Pacific Telecom, Inc., ID Quantique, and Rebellions Inc. Mr. Ha holds an M.B.A from
To reflect the accounting impact of the Investment, the Company is updating its diluted earnings per share outlook for fiscal year 2025, which was previously provided on October 15, 2024. The updated diluted earnings per share outlook for fiscal year 2025 incorporates the non-cash effect of the CPS issued at Closing, the estimated future payments to holders of the CPS equal to six (6)% per annum, as described above, and the estimated interest income from the proceeds. The Company’s update to its diluted earnings per share outlook for fiscal year 2025 is solely a result of the Closing.
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Previous Non-GAAP
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Diluted earnings per share |
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Updated GAAP
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Updated Non-GAAP
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Diluted earnings per share |
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Non-GAAP adjustments (in millions) |
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(A) Share-based compensation and amortization of acquisition-related intangibles included in cost of sales |
$ |
31 |
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(B) Share-based compensation and amortization of acquisition-related intangibles included in R&D and SG&A |
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48 |
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(C) Other adjustments |
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12 |
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(D) Estimated income tax effects |
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(12 |
) |
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$ |
79 |
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As previously announced, the Company will host its quarterly financial webcast and conference call for its first quarter fiscal year 2025 earnings after market close on Wednesday, January 8, 2025, beginning at 1:30 p.m. Pacific Time (PT) / 4:30 p.m. Eastern Time (ET).
The securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and, along with the shares of Ordinary Shares underlying the CPS, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities described above, including the shares of Ordinary Shares underlying the CPS, may not be offered or sold in
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
Advisors
Centerview Partners acted as exclusive financial advisor to Penguin Solutions. Latham & Watkins acted as legal advisor to Penguin Solutions. Baker McKenzie acted as legal advisor to SKT.
About Penguin Solutions
The most exciting technological advancements are also the most challenging for companies to adopt. At Penguin Solutions, we support our customers in achieving their ambitions across our computing, memory, and LED lines of business. With our expert skills, experience, and partnerships, we turn our customers’ most complex challenges into compelling opportunities. For more information, visit www.penguinsolutions.com.
About SKT
SKT has been leading the growth of the mobile industry since 1984. Now, it is taking customer experience to new heights by extending beyond connectivity. By placing AI at the core of its business, SKT is rapidly transforming into an AI company with a strong global presence. It is focusing on driving innovations in areas of AI Infrastructure, AI Transformation (AIX) and AI Service to deliver greater value for industry, society, and life.
Use of Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements. These statements include, but are not limited to, statements concerning Penguin Solutions’ anticipated use of proceeds from the SKT investment. Forward-looking statements often use words such as “anticipate,” “target,” “expect,” “estimate,” “intend,” “plan,” “believe,” “could,” “will,” “may” and other words of similar meaning. These forward-looking statements are based on current expectations and preliminary assumptions that are subject to factors and uncertainties that could cause actual results to differ materially from those described in these forward-looking statements. These forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which are outside Penguin Solutions’ control, including, among others, failure to realize opportunities relating to Penguin Solutions’ growth and stakeholder value and other factors and risks detailed in Penguin Solutions’ filings with the
View source version on businesswire.com: https://www.businesswire.com/news/home/20241216906217/en/
Investor Contact
Suzanne Schmidt
Investor Relations
(510) 360-8596
ir@penguinsolutions.com
PR Contact
Maureen O’Leary
Penguin Solutions Corporate Communications
(602) 330-6846
pr@penguinsolutions.com
Source: Penguin Solutions, Inc.