GeoInvesting will look to add to its Carbonite (CARB) position on pullbacks if investors interpret JCOM’s tender offer withdrawal as a negative.  One trading day after announcing the company has extended its tender offer for shares of Carbonite, JCOM divulged that it entered into a confidentiality agreement with Carbonite in a proposal to acquire Carbonite.  In connection with the confidentiality agreement, JCOM is withdrawing its tender offer for Carbonite.

Standstill Provision

While the terms of the confidentiality agreement contain a standstill provision that expires on June 30, 2015, Carbonite and j2 have agreed that j2 may nominate directors for election at Carbonite’s 2015 annual meeting of stockholders.  As we stated in our 1/12/2015 update, when CARB rejected JCOM’s initial tender offer, the board stated it was approached by multiple parties and was willing to explore all potential strategic alternatives, including a potential sale of the company (to j2 or otherwise) in order maximize shareholder value.

In addition, activist investor Engine Capital, L.P. was also announced to have nominated three potential members to CARB’s Board, consisting of eight directors.


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