DELRAY BEACH, Fla.–(BUSINESS WIRE)–DecisionPoint Systems, Inc. (NYSE American: DPSI), a leading mobility-first enterprise services and solutions company and a leading provider of retail in-store solutions and services centered on Point-of-Sale systems, today announced that it entered into a definitive agreement to merge with an affiliate of Barcoding Holdings, LLC, a portfolio company of Graham Partners, in an all-cash transaction.
Steve Smith, CEO of DecisionPoint, commented: “I’m excited by the prospects of teaming up with Barcoding for the next phase in DecisionPoint’s growth. We’ve spent the past seven years rebuilding and repositioning DecisionPoint as a leader in the mobility-first enterprise space and, over the past year, significantly expanded our market opportunity within retail and services by acquiring Macro Integration Services. During this time, our organic and M&A-driven growth strategy has delivered 20% annual revenue growth and higher margins and profits. Today’s announcement to be taken private for $10.22 in cash per share is a capstone for our public shareholders.
“While this is the end of an era for our public shareholders, the benefits for employees, customers and partners are just beginning. The combined company will have immediate scale and significant cross-selling opportunities for our employees to pursue, as our overall offering, including our recent investments in managed services, complements Barcoding’s offerings in data capture, printing and labeling and mobile computing. From a vendor and partner standpoint, we already share several strategic partners. We believe this combination will strengthen those relationships, and now, both companies will have the opportunity to build new relationships across each other’s ecosystems. And finally but most importantly, both companies place a high value on employee satisfaction, as we recognize our associates are the lifeblood of our organizations.”
Under the terms of the agreement, DecisionPoint stockholders will receive $10.22 per share in cash, representing an approximate 27% premium over the closing price of $8.05 on April 30, 2024, and a year-to-date return of 63% over the $6.26 per share price on the last trading day of 2023.
Mike Stewart, Principal of Graham Partners, added, “We are excited about the combination of Barcoding and DecisionPoint, which brings together two experienced management teams and creates an integrator of scale in supply chain automation. Furthermore, the combined business is anticipated to enhance the value proposition for customers, adding service offerings across a customer’s device life cycle and establishing a national footprint.”
Transaction Timing and Effects
DecisionPoint’s board of directors unanimously approved the merger agreement and recommended that stockholders vote in favor of the merger. The Company will send out a proxy and host a special meeting for shareholders to vote on the merger in the near future. The transaction is currently expected to close in July 2024, subject to the approval of DecisionPoint stockholders and the satisfaction of customary closing conditions. Closing of the transaction is not subject to a financing condition.
Upon completion of the transaction, DecisionPoint will become a privately held company and its stock will no longer be publicly traded. The Company will continue to operate under the DecisionPoint Systems name and brand.
Advisors
Craig-Hallum Capital Group LLC delivered a fairness opinion to DecisionPoint’s board of directors with respect to the proposed transaction, and Polsinelli PC and Cole Schotz P.C. are serving as legal counsel. Dechert LLP is acting as legal counsel to Barcoding and its sponsor, Graham Partners.
About DecisionPoint Systems
DecisionPoint Systems, Inc. delivers mobility-first enterprise managed services and solutions centered around the deployment, integration and support services for essential retail, supply chain, hospitality, healthcare and other verticals utilizing data capture and POS technologies, enabling customers to make better and faster operational and business decisions. For more information about DecisionPoint Systems, Inc., visit https://www.decisionpt.com.
About Barcoding
Barcoding is a supply chain automation and innovation company that helps organizations be more efficient, accurate, and connected. With extensive subject matter experience in data capture, labeling and printing, and mobile computing, Barcoding is trusted to build and manage solutions for IT and operations teams worldwide. Founded in 1998, Barcoding is headquartered in Baltimore, MD, with offices across North America – Philadelphia, Chicago, Houston, Seattle, Montreal, Toronto, and Vancouver. For more information, visit www.barcoding.com. Barcoding was acquired by an affiliate of Graham Partners, Inc. in September 2023.
About Graham Partners
Graham Partners is a private investment firm focused on investing in technology-driven companies that are spurring innovation in advanced manufacturing, resulting in product substitutions, raw materials conversions, and disruptions to traditional end markets. Graham Partners can offer control or minority capital solutions and typically targets companies with EBITDA up to $50 million. Since the firm’s founding in 1988 by Steven Graham, Graham Partners has closed over 160 acquisitions, joint ventures, financings, and divestitures. The committed capital raised since inception through the Graham Partners funds together with Graham-led co-investments totals approximately $5.5 billion as of December 31, 2023, pro forma for subsequent events, which differs from Graham’s Regulatory Assets Under Management of approximately $3.5 billion as of December 31, 2023. For more information, visit www.grahampartners.net.
