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Haveli Investments Completes Acquisition of ZeroFox

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ZeroFox Holdings, Inc. has been acquired by Haveli Investments, a private equity firm, with stockholders receiving $1.14 per share in cash. ZeroFox has been delisted from Nasdaq and will now operate as a privately held company. The acquisition aims to support ZeroFox in expanding its cybersecurity platform, entering new markets, and enhancing customer protection.

Positive
  • ZeroFox Holdings, Inc. has successfully completed its privatization, allowing for enhanced flexibility and strategic support from Haveli Investments to drive growth and innovation.

  • ZeroFox will benefit from Haveli Investments' expertise in cybersecurity to strengthen its position in the growing market and better protect customers from digital attacks.

  • The acquisition by Haveli Investments will enable ZeroFox to accelerate its expansion into new markets, invest in go-to-market channels, and continue to innovate its cybersecurity platform.

Negative
  • ZeroFox stockholders have been delisted from Nasdaq, which may impact their ability to easily trade and monitor their investments.

  • The delisting of ZeroFox from Nasdaq may lead to a decrease in visibility and liquidity for the company's stock, potentially affecting investor sentiment.

The acquisition of ZeroFox by Haveli Investments represents a strategic maneuver in the cybersecurity sector. Going private can afford ZeroFox the agility to innovate and tailor their expansion strategies without the quarterly pressures public companies face. This can potentially allow them to enhance their cybersecurity offerings and react quicker to the dynamic threat landscape. However, it's critical for stakeholders to consider the lack of public market liquidity and transparency that comes with a delisted company. Evaluating the acquisition price of $1.14 per share against historical stock performance and industry multiples would be key in assessing the fairness of the deal for the shareholders. Given the context, the acquisition could be seen as a positive step if the company can leverage the private status to outpace competitors and capture significant market share in the growing cybersecurity space.

ZeroFox's focus on external attack surface management, digital risk protection and threat intelligence is more important than ever in today's cybersecurity landscape. The mention of accelerating innovation post-acquisition implies that Haveli Investments could bring not only capital but also strategic insight to bear on ZeroFox's product development. From an investor's perspective, the value proposition lies in ZeroFox's ability to translate these investments into enhanced product capabilities and customer acquisition. One would need to track the evolution of their cybersecurity platform and market footprint closely, as these factors will be instrumental in their long-term success. The privatization could also serve as a springboard for potential future mergers or acquisitions, geared towards consolidating their position as a leader in digital risk protection.

This move by Haveli Investments is indicative of their confidence in ZeroFox's growth potential within the cybersecurity domain. Private equity firms typically seek to create value through operational improvements, strategic acquisitions and market expansion. Investors should pay attention to how Haveli will drive operational efficiencies and streamline ZeroFox's go-to-market strategy. The success of this acquisition will largely depend on Haveli's ability to leverage its expertise to improve ZeroFox's competitive edge and financial performance. Any future plans to take the company public again could potentially provide a lucrative exit strategy, but the timing and market conditions will be critical.

WASHINGTON, May 13, 2024 (GLOBE NEWSWIRE) -- ZeroFox Holdings, Inc. (Nasdaq: ZFOX), a leading provider of external cybersecurity, today announced the completion of its acquisition by technology-focused private equity firm Haveli Investments. With the completion of the transaction, ZeroFox stockholders will receive $1.14 per share in cash. The Company’s common stock and warrants have ceased trading, and the Company has been delisted from Nasdaq.

As a privately held company, ZeroFox will benefit from strategic support, guidance, and capital provided by Haveli Investments to continue expanding its global footprint in support of its mission to build a safer digital world. Through this investment, ZeroFox will continue to expand its industry leading cybersecurity platform, invest in go-to-new market channels, and accelerate innovation to better protect customers.

“We are pleased to announce the successful completion of ZeroFox’s privatization and look forward to partnering with the talented team of investment professionals at Haveli to take ZeroFox to the next level,” said James C. Foster, CEO and Founder of ZeroFox. “Re-entering the private sphere strengthens our ability to move faster than the competition and ultimately better protect our customers – which remains our number one priority. We have built a differentiated, unified cyber platform comprising external attack surface management, digital risk protection, and threat intelligence, and I’m extremely proud of all that we have accomplished over the past decade. I am confident ZeroFox will benefit from Haveli’s deep expertise in cybersecurity as we begin our next phase of growth, expand into new markets, and accelerate customer acquisition.”

“With the leading platform for end-to-end digital risk protection, ZeroFox is exceptionally well-positioned in the rapidly growing cybersecurity market as businesses face increasingly frequent and complex digital attacks,” said Ian Loring, Senior Managing Director and Executive Chair at Haveli Investments. “As a privately held company, we expect ZeroFox will benefit from enhanced flexibility, enabling it to rapidly adjust to new cybersecurity threats, accelerate growth plans, and drive ongoing innovation. We look forward to partnering with the team at ZeroFox on their continued global expansion to bring the Company’s platform to new markets as the premier solution for digital risk protection, threat intelligence, and external attack surface management at scale.”

About ZeroFox
ZeroFox (Nasdaq: ZFOX), an enterprise software-as-a-service leader in external cybersecurity, has redefined security outside the corporate perimeter on the internet, where businesses operate, and threat actors thrive. The ZeroFox platform combines advanced AI analytics, digital risk and privacy protection, full-spectrum threat intelligence, and a robust portfolio of breach, incident and takedown response capabilities to expose and disrupt phishing and fraud campaigns, botnet exposures, credential theft, impersonations, data breaches, and physical threats that target your brands, domains, people, and assets. Join thousands of customers, including some of the largest public sector organizations as well as finance, media, technology and retail companies to stay ahead of adversaries and address the entire lifecycle of external cyber risks. ZeroFox and the ZeroFox logo are trademarks or registered trademarks of ZeroFox, Inc. and/or its affiliates in the U.S. and other countries. Visit www.zerofox.com for more information.

About Haveli Investments
Haveli Investments is an Austin-based private equity firm that seeks to invest in the highest quality companies in the technology sector through control, minority or structured equity and debt investments with a focus on software, data, gaming and adjacent industries. The firm seeks to partner with innovative companies, entrepreneurs and management teams throughout a company’s life cycle. Haveli’s experienced team of investors and diverse industry experts will provide operational and strategic support, enabling portfolio companies to focus on driving innovation and increasing growth, scale and operating margins. Underscoring Haveli’s investments is an unwavering focus on DEI and sustainability. For more information, please visit www.haveliinvestments.com, or follow Haveli on LinkedIn, @Haveli Investments.

Forward-Looking Statements
This press release contains forward-looking statements, including the statement about the future business prospects of ZeroFox. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties detailed in the periodic reports that ZeroFox filed with the U.S. Securities and Exchange Commission (“SEC”), including ZeroFox’s Annual Report on Form 10-K filed with the SEC on March 15, 2024. If any of these risks or uncertainties materialize, or if any of ZeroFox’s assumptions prove incorrect, ZeroFox’s actual results could differ materially from the results expressed or implied by these forward-looking statements. All forward-looking statements in this press release are based on information available to ZeroFox as of the date of this press release, and ZeroFox 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, except as required by law.

For ZeroFox:

Media Inquiries
Maisie Guzi, ZeroFox
press@zerofox.com

Investor Relations
Todd Weller, ZeroFox
investor@zerofox.com

For Haveli:

Investors
Caroline Bal Doherty
Haveli Investments
SVP of Capital Partnerships
cdoherty@havelii.com

Media
Hugh Burns/Pamela Greene
Reevemark
(212) 433-4600
HaveliTeam@Reevemark.com


FAQ

What is the acquisition price for ZeroFox stockholders?

ZeroFox stockholders will receive $1.14 per share in cash.

Who completed the acquisition of ZeroFox?

The acquisition of ZeroFox was completed by Haveli Investments, a technology-focused private equity firm.

What is ZeroFox's stock symbol?

ZeroFox's stock symbol is ZFOX.

What will happen to ZeroFox's common stock and warrants after the acquisition?

ZeroFox's common stock and warrants have ceased trading, and the company has been delisted from Nasdaq.

What are the future plans for ZeroFox after the acquisition by Haveli Investments?

After the acquisition, ZeroFox aims to expand its cybersecurity platform, enter new markets, and accelerate innovation with the support of Haveli Investments.

ZeroFox Holdings, Inc.

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