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Pathfinder Acquisition Corporation

Pathfinder Acquisition Corporation

Jan 28, 2021 by Kristi Marvin

PROPOSED BUSINESS COMBINATION: Movella Inc.

ENTERPRISE VALUE: $537 million
ANTICIPATED SYMBOL: tbd

Pathfinder Acquisition Corporation proposes to combine with Movella Inc., a leading full-stack provider of sensors, software, and analytics that enable the digitization of movement.

  • Movella serves the entertainment, health & sports, and automation & mobility markets.
  • Partnering with leading global brands such as Electronic Arts, EPIC Games, NBC Universal, Netflix, Daimler, Siemens, and over 500 sports organizations, Movella is creating outcomes that move humanity forward.
  • The Company’s solutions are also a critical enabler of real-time digitized movement in the emerging high-growth areas of the Metaverse, next-generation gaming, live streaming and other applications.

SUBSEQUENT EVENT – 12/5/22 – LINK

  • FP Credit Partners II, L.P. and FP Credit Partners Phoenix II, L.P. have commenced a cash tender offer to purchase up to an aggregate of 7,500,000 Class A Ordinary shares of Pathfinder Acquisition Corporation, at a price of $10.00 in cash per Class A Share, without interest on the purchase price and less any applicable withholding taxes.
  • Each of the Class A Shares was sold, together with one-fifth of one redeemable warrant exercisable for one Class A Share, as part of the units issued in the Company’s initial public offering pursuant to a prospectus dated February 16, 2021.
  • Beginning on April 9, 2021, holders of the units sold in the Company’s initial public offering were able to elect to separate the units into their component parts and begin trading the Class A Shares and warrants separately.
  • The Purchasers are making an offer, upon the terms and subject to the conditions set forth in the Purchasers’ Offer to Purchase, dated December 5, 2022 and in the related Letter of Transmittal, dated December 5, 2022. 
  • The Offer is subject to customary closing conditions.
  • There is no financing condition to the Offer.
  • Holders interested in tendering their Class A Shares must do so in accordance with the procedures set forth in the Offer to Purchase. Complete terms and conditions of the Offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials.

SUBSEQUENT EVENT – 11/18/22 – LINK

  • Pursuant to the Equity Grant Agreement, Pathfinder has agreed to grant 1,000,000 shares of New Movella Common Stock to the Grantees on the closing date of the Transaction.
  • Pathfinder’s obligations to make the equity grant pursuant to the Equity Grant Agreement are subject to, among other things, the Grantees acquiring $75 million of
    • (i) Pathfinder’s Class A ordinary shares pursuant to the Tender Offer,
    • (ii) New Movella Common Stock pursuant to the Private Placement or
    • (iii) a combination thereof.
  • In connection with the Commitment Letter, on November 14, 2022, Movella and certain of its subsidiaries, Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent, and Credit Partners II AIV, L.P. and FP Credit Partners Phoenix II AIV, L.P., as purchasers, entered into a Note Purchase Agreement pursuant to which,
    • (a) Movella issued and sold to the Purchasers, and the Purchasers purchased, senior secured notes of Movella in an aggregate original principal amount of $25 million (the “Pre-Close Facility”), and
    • (b) subject to the fulfillment of certain conditions precedent, Movella agreed to issue and sell to the Purchasers, and the Purchasers agreed to purchase, on the Closing Date, senior secured venture-linked notes in an aggregate original principal amount of $75 million (the “VLN Facility”), in each case, for the consideration (including via a deemed sale and purchase, as applicable), as set forth in the Note Purchase Agreement.
  • The obligations of Movella under the Note Purchase Agreement are guaranteed by certain of its subsidiaries and secured by substantially all of Movella’s and such subsidiaries’ assets.
  • Upon consummation of the Merger, New Movella will also be required to become a secured guarantor of the obligations under Note Purchase Agreement.
  • The commitment to provide the VLN Facility terminates upon the earliest to occur of:
  • (i) the termination of the Business Combination Agreement in accordance with its terms prior to the Closing Date and
  • (ii) April 30, 2023, if the Merger has not been consummated on or prior to April 30, 2023 (the “VLN Termination Date”).
  • The proceeds of the Pre-Close Facility were used, in part, to refinance certain existing debt of Movella and its subsidiaries and to pay a portion of the transaction expenses associated with the financing arrangements contemplated by the Commitment Letter (the “FP Financing”), with the remaining proceeds available for growth and working capital and general corporate purposes.
  • A portion of the proceeds of the VLN Facility will be used on the Closing Date to refinance the Pre-Close Facility and to pay transaction expenses associated with the FP Financing.
  • After the Closing, the remaining proceeds of the VLN Facility will be available growth and working capital and general corporate purposes.
  • The interest rate per annum applicable to notes under the Note Purchase Agreement is 9.25%; provided, however, if the VLN Termination Date occurs, interest on the notes evidencing the Pre-Close Facility will bear interest at Movella’s option, at either an alternate base rate plus an applicable margin initially of 8.25% per annum or a term SOFR rate, plus an applicable margin initially of 9.25% per annum.
  • The applicable margin on the notes evidencing Pre-Close Notes increases by 0.50% in each year on the November 14 anniversary of the entry into the Note Purchase Agreement.
  • With respect to the notes evidencing the VLN Facility, interest is paid in kind on the last business day of each calendar quarter commencing with the calendar quarter ending immediately after the first to occur of the Closing Date and the VLN Termination Date.
    • Interest Rates and Contractual Return:
      • Interest is also payable in cash on VLN Termination Date, the Closing Date and the date of any prepayment or repayment of notes (subject however, in certain cases, to the payment of a contractual return, if such contractual return is greater than the amount of all accrued and unpaid interest (other than default interest, if any)).
      • Subject to certain exceptions in connection with certain qualified refinancing events and the repayment of the Pre-Close Facility on the Closing Date, on the date of any voluntary or mandatory prepayment or acceleration of the notes under the Note Purchase Agreement, a scheduled contractual return is required to be paid, if greater than the amount of all accrued and unpaid interest (other than default interest, if any).
      • When such contractual return is paid, such contractual return will be deemed to constitute payment of all accrued and unpaid interest (other than default interest, if any) on the principal amount of notes so prepaid, repaid or accelerated, as applicable, including all interest on the notes that was previously paid in kind.
      • After the Closing, New Movella will have the right, subject to certain exceptions, to cause the Grantees to sell all or a portion of the shares purchased by such entities in the Tender Offer and the Private Placement at any time in its sole discretion over the life of the VLN Facility, and a percentage of the proceeds (which percentage is a function of when proceeds are generated, based on a predetermined schedule with a sliding scale) of any such sale shall be applied as a credit against the outstanding obligations under of the VLN Facility upon repayment of the VLN Facility in full or a refinancing event.
    • Amortization and Prepayments:
      • If the VLN Termination Date occurs, the maturity of Pre-Close Facility will be November 14, 2025.
      • If the Closing occurs, the maturity of the VLN Facility will be five years after the Closing Date.
      • There are no regularly scheduled amortization payments on either the Pre-Close Facility or the VLN Facility until the maturity date therefor, however, there are customary mandatory prepayment events in connection with the receipt of net proceeds from extraordinary receipts and dispositions (subject, in the case of dispositions, to certain customary exceptions and customary reinvestment rights), debt issuances and upon events specified in the Note Purchase Agreement to be a change of control, and the Pre-Close Facility is required to be refinanced in full on the Closing Date with a portion of the proceeds of the VLN Facility.
      • The Pre-Close Facility and VLN Facility may be optionally prepaid in whole or in part.
      • All such prepayments are required to be accompanied by accrued and unpaid interest on the amount prepaid or if greater (excluding default interest, if any), payment of the contractual return.

TRANSACTION

  • The business combination transaction values Movella at a pro forma enterprise value of $537 million.
  • Existing shareholders of Movella, including Kleiner Perkins, GIC and Columbia Threadneedle, will roll 100% of their ownership into the combined company.
  • Proceeds from the transaction will be used to fund organic and inorganic growth, transaction fees and expenses and general corporate purposes.
  • The business combination, which has been approved by the Boards of Directors of Movella and Pathfinder, is expected to close in the first quarter of 2023, subject to approval by shareholders of Pathfinder and other customary closing conditions.
  • There is no minimum cash condition in this transaction.
  • The transaction is supported by $75 million of committed financing from affiliates of Francisco Partners (“FP”), a leading technology focused private investment firm with over $45 billion of cumulative committed capital.
  • Under the terms of the investment, up to $75 million of Pathfinder common stock will be purchased by FP prior to closing, which will be executed through a tender offer or direct placement of Pathfinder stock.
  • In exchange for a non-redemption agreement for FP’s purchased stock, Movella will issue to FP at closing a 5-year PIK note.
  • Under the terms of the financing, Movella will have the right to direct the sale of FP’s purchased stock into the public market at any time following the closing of the transaction until the repayment or prepayment of the note, the proceeds of which will provide material credits against the note balance at a repayment or refinancing event.

Pathfinder Transaction Overview

COMMITMENT LETTER & BACKSTOP AGREEMENT

  • Pathfinder, Merger Sub, and Movella entered into a financing commitment letter with FP Credit Partners, L.P., pursuant to which FP or certain of its affiliates have committed $75 million of financing to support the Business Combination.
  • FP or its affiliates have committed
    • (i) to launch a tender offer for the purchase of up to $75 million of Pathfinder’s Class A ordinary shares (the “Tender Offer”), and
    • (ii) to the extent the total amount tendered and actually purchased upon expiration of the Tender Offer is less than $75 million, to purchase from Pathfinder an amount of Pathfinder Post-Closing Common Shares equal to the difference between $75 million and the amount purchased by FP in the Tender Offer, which would occur prior to and substantially concurrently with the Closing.
  • The ordinary shares purchased in the Tender Offer and the Private Placement are referred to herein as the “FP Shares”, and the funds attributable to the FP Shares will be retained in Pathfinder’s trust by virtue of a non-redemption agreement.
  • In exchange for the non-redemption agreement for the FP Shares, Movella will issue to FP at Closing a 5-year $75 million venture-linked secured note (the “VLN Facility”).
  • Pursuant to the VLN Facility, New Movella will have the unilateral right to sell all or a portion of the FP Shares at any time at its sole discretion over the life of the VLN Facility, and a percentage of the proceeds of any such sale shall be applied as a credit against the principal amount of the VLN Facility upon a repayment or refinancing event.
  • If the Closing occurs, the VLN Facility will mature five years after the Closing.
  • The Commitment Letter also provides for a commitment by FP or its affiliates to provide a $25 million senior secured note to Movella prior to Closing.
  • If deemed advanced, the VLN Facility will be comprised of the aggregate amount of the Tender Offer and the Private Placement and would refinance the Pre-Close Facility and be available for other general corporate purposes.
  • Prior to the Closing, the Pre-Close Facility will bear interest at 9.25% per annum.
  • If the Closing occurs and the VLN Facilty is deemed advanced, the VLN Facility will bear interest at SOFR plus 9.25% per annum and be paid in kind.
  • If the VLN Facility is paid or prepaid, New Movella is required to pay an amount equal to the greater of the principal balance of the VLN Facility being paid or prepaid, plus accrued and unpaid interest, and a minimum agreed on contractual return that increases in each year that the VLN Facility remains outstanding after the Closing.
  • The Commitment Letter also contemplates the issuance of 1.0 million common shares by Pathfinder to FP or certain of its affiliates and the full deemed funding of the VLN Facility.

LOCK-UP

Company & Sponsor:

  • The Sponsor, Francisco Partners and the Legacy Pathfinder Holders have agreed that they will not effect any sale or distribution of New Movella equity securities during the period commencing on the Closing Date and ending on the earlier of
    • (a) the date that is three hundred and 365 days following the Closing Date and
    • (b) the first date on which the closing price of the New Movella Common Stock has been greater than or equal to $12.00 per share (as adjusted for share subdivisions, share capitalizations, share consolidations, reorganizations, recapitalizations, and the like) measured using the daily closing price for any 20 trading days within a 30-trading day period commencing at least one hundred and 150 days after the Closing Date

NOTABLE CONDITIONS TO CLOSING

  • There is no minimum cash condition in this transaction.

NOTABLE CONDITIONS TO TERMINATION

  • The Business Combination Agreement may be terminated by either Pathfinder or Movella if the transactions contemplated by the Business Combination Agreement have not been consummated by April 30, 2023.
  • Or by either Pathfinder or Movella if any governmental entity of competent jurisdiction shall have issued an order or taken any other action permanently enjoining, restraining or otherwise prohibiting the transactions contemplated by the Business Combination Agreement and such order or other action shall have become final and non-appealable

ADVISORS

  • Pathfinder was advised by Kirkland & Ellis LLP.
  • Movella was advised by Stifel (as an exclusive financial advisor).
  • Pillsbury Winthrop Shaw Pittman LLP served as legal advisor in connection with the transaction.
  • Francisco Partners was advised by Latham & Watkins LLP in connection with the transaction.

The below announced combination was terminated on 12/6/21.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: ServiceMax, Inc. [TERMINATED on 12/6/21 – LINK]

ENTERPRISE VALUE: $1.431 billion
ANTICIPATED SYMBOL: SMAX

Pathfinder Acquisition Corporation proposes to combine with ServiceMax, Inc., the leader in asset-centric field service management software.

ServiceMax’s mission is to help customers keep the world running with asset-centric field service management software. As the recognized leader in this space, ServiceMax’s mobile apps and cloud-based software provide a complete view of assets to field service teams. By optimizing field service operations, customers across all industries can better manage the complexities of service, support faster growth, and run more profitable, outcome-centric businesses.

ServiceMax’s asset-centric field service management software, which has been positioned as a leader in the last five published Gartner Magic Quadrants for Field Service Management, helps companies that sell, service and maintain mission critical equipment to keep the world running. From its inception in 2007, ServiceMax has been modernizing field service by bringing cloud-based applications to service operations, and by putting mobile applications in the hands of field technicians. The Company’s solutions improve customers’ ability to manage the complexities of service, support faster growth, and run more profitable, outcome-centric businesses.

In addition, ServiceMax has also announced the signing of a definitive agreement to acquire LiquidFrameworks, a leading mobile field operations management solutions company that is cloud-based, energy sector-focused and built on Salesforce’s platform. Along with deepening ServiceMax’s position in the oil and gas, industrial and environmental sectors, the agreement will also bring critical technologies and go-to-market channels to ServiceMax to expand the Company’s product portfolio and customer offerings.

SUBSEQUENT EVENT – (8-K link)

  • Pathfinder and ServiceMax have reached an agreement in principle pursuant to which it is anticipated that:
    • (1) ServiceMax will lower the minimum cash condition in the Business Combination Agreement by $100 million (the amount of the term loan obtained by ServiceMax in connection with its recently consummated acquisition of LiquidFrameworks) from $225 million to $125 million, and Pathfinder and ServiceMax will adjust the maximum redemption condition in the Business Combination Agreement to a level that matches the adjusted $125 million minimum cash condition, and
    • (2) Pathfinder Acquisition LLC (the “Sponsor”) will conditionally forfeit the 4,250,000 private placement warrants of Pathfinder held by the Sponsor.

TRANSACTION

  • The transaction implies a value for ServiceMax of approximately $1.4 billion on both a pre-money equity value basis and a pro forma enterprise value basis, before giving effect to the pending acquisition of LiquidFrameworks.
  • The transaction is expected to deliver approximately $335 million of gross proceeds to the combined company from the cash held in Pathfinder’s trust account, assuming no redemptions by Pathfinder shareholders, and including proceeds from a strategic common equity investment immediately prior to closing by leading software companies PTC Inc. [NASDAQ: PTC] and Salesforce Ventures at the same valuation as the business combination transaction.
  • Existing ServiceMax investors Silver Lake, Salesforce Ventures, and GE are retaining their full equity ownership in ServiceMax.

pathfinder trans overview

PIPE

  • Concurrently with the execution of the A&R Business Combination Agreement, Pathfinder and ServiceMax entered into subscription agreements and amended and restated subscription agreements (the “Subscription Agreements”) with certain investors (the “Strategic Investors”), pursuant to which the Strategic Investors agreed to subscribe for and purchase, and Pathfinder agreed to issue and sell to the Strategic Investors, following the Domestication, immediately prior to but contingent upon the closing of the Business Combination, an aggregate of 1,037,500 shares of Class A common stock (the “Strategic Shares”) for a purchase price of $10.00 per share, for expected aggregate gross proceeds of $10,375,000 (the “Strategic Investment”).
    • The purpose of the sale of the Strategic Shares is to raise additional capital for use in connection with the Business Combination and to meet the minimum cash requirements provided in the A&R Business Combination Agreement.

EARNOUT

The vesting conditions for the Earn-Out Shares shall be as follows:

  • 1/3 of the Earn-Out Shares will vest if the closing price of the ServiceMax Shares is greater than or equal to $12.50 over any 20 out of 30 trading day period during the five-year period following the Closing.
  • 1/3 of the Earn-Out Shares will vest if the closing price of the ServiceMax Shares is greater than or equal to $15.00 over any 20 out of 30 trading day period during the five-year period following the Closing.
  • 1/3 of the Earn-Out Shares will vest if the closing price of the ServiceMax Shares is greater than or equal to $17.50 over any 20 out of 30 trading day period during the five-year period following the Closing.

LOCK-UP

  • The Sponsor has agreed that it will not effect any sale or distribution of ServiceMax equity securities during the period commencing on the Closing Date and ending on the earlier of:
    • (a) the date that is 12 months following the Closing Date.
    • (b) the first date on which the closing price of the ServiceMax Shares has been greater than or equal to $12.50 per share measured using the daily closing price for any 20 trading days within a 30-trading day period commencing at least 150 days after the Closing Date (the “Lock-Up Release Condition”).
  • Each other Investor has agreed that they shall not effect any sale or distribution of ServiceMax equity securities during the period commencing on the Closing Date and ending on the earlier of:
    • (x) the date that is 6 months following the Closing Date
    • (y) the first date on which the Lock-Up Release Condition is satisfied.

SPONSOR AGREEMENT

Pathfinder, the Sponsor and each of Richard Lawson, David Chung, Lindsay Sharma, Jon Steven Young, Hans Swildens, Steven Walske, Lance Taylor, Omar Johnson and Paul Weiskopf (each, a “Pathfinder Insider” and together with the Sponsor, “Pathfinder Persons”), each of whom is a member of Pathfinder’s board of directors and/or management, and ServiceMax entered into the Sponsor Letter Agreement (the “Sponsor Letter Agreement”), pursuant to which the following actions will occur:

  • (i) fifty percent of the ServiceMax Shares that would have been issued to the Sponsor in respect of its Pathfinder Class B Shares (assuming
    • (A) there were no redemptions and
    • (B) unpaid liabilities of Pathfinder were less than or equal to $30,000,000) will fully vest, and
  • (ii) those ServiceMax Shares that are issued to the Sponsor in respect of its Pathfinder Class B Shares other than those that vested (collectively, the “Earn-Out Shares”) shall be subject to vesting conditions and other restrictions set forth in the Sponsor Letter Agreement.
    • The vesting conditions for the Earn-Out Shares shall be as follows:
      • thirty-three percent of the Earn-Out Shares will vest if the closing price of the ServiceMax Shares is greater than or equal to $12.50  over any twenty out of thirty trading day period during the five year period following the Closing,
      • thirty-three percent of the Earn-Out Shares will vest if the closing price of the ServiceMax Shares is greater than or equal to $15.00 over any twenty out of thirty trading day period during the five year period following the Closing, and
      • thirty-three percent of the Earn-Out Shares will vest if the closing price of the ServiceMax Shares is greater than or equal to $17.50 over any twenty out of thirty trading day period during the five year period following the Closing.

NOTABLE CONDITIONS TO CLOSING

  • On November 29, 2021, Pathfinder and ServiceMax have reached an agreement in principle pursuant to which it is anticipated that:
    • (1) ServiceMax will lower the minimum cash condition in the Business Combination Agreement by $100 million (the amount of the term loan obtained by ServiceMax in connection with its recently consummated acquisition of LiquidFrameworks) from $225 million to $125 million
  • The aggregate cash proceeds from Pathfinder’s trust account being equal to or greater than $162,500,000
  • The aggregate cash proceeds from Pathfinder’s trust account plus the proceeds from the Private Placement being equal to or greater than $225.0 million.

NOTABLE CONDITONS TO TERMINATION

  • By either Pathfinder or ServiceMax if the Business Combination is not consummated by January 15, 2021

ADVISORS

  • Citi is acting as lead financial advisor to ServiceMax.
  • William Blair is acting as capital markets advisor to ServiceMax.
  • Deutsche Bank, RBC Capital Markets and Stifel are acting as financial and capital markets advisors to Pathfinder.
  • Ropes & Gray LLP is acting as legal advisor to ServiceMax.
  • Kirkland & Ellis LLP is acting as legal counsel to Pathfinder.

MANAGEMENT & BOARD

Executive Officers

David Chung, 53
Chief Executive Officer and Director

Mr. Chung is an Executive Director of HGGC, where he has led the extension of HGGC’s core middle-market private equity strategy to include public/private crossover strategies such as take-private transactions, PIPEs and toehold investments in publicly traded companies. He has over 25 years of experience as a private equity, public equity and crossover public/private investor and dealmaker, through which he has developed a distinctive wide-angle experience set and expertise as an engaged financial sponsor and partnership-oriented investor across the public-private spectrum. He has led or actively participated in a large number of transactions and investments involving private and public companies at different stages of growth across a wide range of industries, including Technology, Software, Technology-enabled Products and Services, Business Services and Consumer. Prior to joining HGGC in December 2016, Mr. Chung was an independent crossover private equity and public market investor through Arrowhead Holdings LLC since January 2013, a Partner at Blum Capital Partners (a hybrid private equity and public equity investment firm) from 2006 to 2012, Managing Member of Perspective Value Partners (startup public/private hybrid investment firm) from 2005 to 2006, a Partner at Standard Pacific Capital (a global long/short hedge fund) from 2002 to 2004, and a Director at KKR (a global private equity firm) from 1995 to 2002. Mr. Chung also served on the board of directors of Blucora, Inc. (NASDAQ: BCOR) from 2013 to 2017 as an independent director. Earlier in his career, he was a strategy consultant at McKinsey & Company and an investment banker at Hambrecht & Quist Inc., which specialized in IPOs, follow-on offerings and M&A transactions for emerging growth Technology and Healthcare companies. Mr. Chung is a graduate of Harvard College, where he graduated magna cum laude, and Harvard Business School, where he graduated with high distinction as a Baker Scholar.

Lindsay Sharma, 37
Chief Investment Officer and Director

Ms. Sharma is a Managing Director of Industry Ventures, where she has led the Industry Ventures Tech Buyout strategy and concentrated on originating, valuing and managing primary fund commitments and direct co-investment opportunities for the Industry Ventures Tech Buyout Fund since October 2018. She serves on the investment committee for the Industry Ventures Tech Buyout Fund and is actively involved in helping to enable successful exit scenarios in older venture-funded technology companies. Ms. Sharma also brings four years of experience as part of the Industry Ventures secondary team, purchasing secondary direct investments and limited partner interests, and assists in valuing companies. Prior to joining Industry Ventures in 2014, Ms. Sharma was a Principal in corporate strategy and development at Intuit, leading merger and acquisition activities for the company. Earlier in her career, Ms. Sharma was an investment professional at Great Hill Partners, a tech focused private equity firm and started her career as an investment banker at Bear Stearns in New York as a member of the Technology, Media and Telecom team. Ms. Sharma received her MBA from Harvard Business School and a BS in Business Administration in Finance and Accounting from Indiana University, graduating with distinction.

Lance Taylor, 49
Chief Financial Officer

Mr. Taylor is a Partner and Chief Financial Officer of HGGC, where he leads the firm’s finance and accounting operations. Prior to joining HGGC in May 2014, Mr. Taylor was Managing Director, Chief Financial Officer and Chief Compliance Officer at Calera Capital, a middle-market private equity firm with offices in San Francisco and Boston, from May 2012 to May 2014. At Calera, Mr. Taylor oversaw the operations of the firm including investor relations, financial reporting, human resources and facilities. Prior to Calera, he was Chief Financial Officer of Legacy Venture, a venture focused philanthropic fund-of-funds with over $1 billion of assets under management. Mr. Taylor also worked at Lightspeed Venture Partners as their Director of Finance from 2000 to 2004. He was a Senior Audit Manager at Ernst & Young and began his career in the audit practice of Arthur Andersen in San Jose. Mr. Taylor earned an MBA from Duke University and a Master of Accountancy and BS in Accounting from Brigham Young University.

Pavel Kovar, —
Chief Accounting Officer

Pavel joins ServiceMax from Houzz Inc. where he served as Corporate Controller. Previously, he served as VP of Finance at Tile and held a number of senior finance positions at TiVo, including several years as TiVo’s Chief Accounting Officer. Prior to joining TiVo, he spent eleven years with Ernst & Young in Silicon Valley and Europe. Kovar holds a master’s degree in International Trade from the University of Economics, Prague, Czech Republic and is a Certified Public Accountant in the State of California. He also volunteers on the Supervisory Board of Commonwealth Central Credit Union.

Board of Directors

Richard Lawson, 49
Chairman of the Board of Directors

Mr. Lawson is the Chairman, Chief Executive Officer and Co-Founder of HGGC, where he has been involved in all phases of the firm’s development since its formation and directs the firm’s strategy and investment decisions, governance and investor relations.Since HGGC’s inception in 2007, Mr. Lawson has overseen hundreds of completed transactions representing tens of billions of dollars in aggregate transaction value. Prior to leading HGGC, Mr. Lawson established predecessor private equity funds Huntsman Gay Capital Partners in 2007 with industrialist Jon M. Huntsman and Robert C. Gay, as well as Sorenson Capital in 2002 with medical products pioneer James LeVoy Sorenson. Mr. Lawson also served as President and Chief Executive Officer of enterprise software company Found, Inc. and worked at Morgan Stanley in its mergers and acquisitions department. Mr. Lawson received his MBA from Harvard Business School and a BA in Interdisciplinary Studies from Amherst College.

J. Steven Young, 59
Director

Mr. Young is the President and Co-Founder of HGGC, where he leads and manages the business and co-heads the Investment Committee together with Rich Lawson. Mr. Young serves as Chairman of the Board of four HGGC portfolio companies: Idera, Inc., Integrity Marketing Group, Dealer-FX and AutoAlert. Prior to their sales, he also served as a member of the Board of Directors for the firm’s exited investments in hybris Software (acquired by SAP AG (NYSE: SAP)), Serena Software (acquired by Micro Focus International plc (NYSE: MFGP)) and Sunquest Information Systems (acquired by Roper Technologies (NYSE: ROP)). Prior to the inception of HGGC in 2007, Mr. Young’s professional football career spanned more than fifteen years in the NFL, primarily with the San Francisco 49ers, where he received numerous accolades, including Most Valuable Player of Super Bowl XXIX, Sports Illustrated and Sporting News’ Player of the Year from 1992 to 1994 and the NFL’s Most Valuable Player for 1992 and 1994. In 2005, Mr. Young was inducted into the Pro Football Hall of Fame. Mr. Young founded and chairs the Forever Young Foundation, which is actively involved in children’s charities worldwide. Mr. Young earned a JD from the J. Reuben Clark Law School and a BS in Finance and Political Science from Brigham Young University.

Hans Swildens, 50
Director

Mr. Swildens is the Chief Executive Officer and Founder of Industry Ventures, where he has led and managed the overall business since August 1999. As an early pioneer of the modern secondary market for venture capital, Mr. Swildens created new ways to get liquidity for venture capital investments prior to an IPO or M&A event. Additionally, he was early to support the development of a new class of venture capital partnerships focused on seed and early stage investing during the last decade. He directs the firm’s investment processes, operations and limited partner relationships. Earlier in his career, Mr. Swildens was a successful entrepreneur who co-founded and acted as President of Microline Software, which was acquired by Blaze Software (IPO) and was subsequently acquired by Fair Isaac. He also helped start Speedera Networks (acquired by Akamai) and provided board advisory services to Discovery Mining (acquired by Interwoven), nCircle Network Security (acquired by Tripwire), and StepUp Commerce (acquired by Intuit). Mr. Swildens also helped finance Lowercase Capital. Mr. Swildens holds an MBA from Columbia Business School and a BA with distinction from the University of California at Santa Barbara.

Steve Walske, 59
Director

Mr. Walske led Parametric Technology Corporation (NASDAQ: PTC) as its CEO from 1986 to 2000. Mr. Walske guided PTC from its start-up phase through its initial public offering to its position as the market leader in mechanical design automation software. Through Myriad Investments, LLC, since February 2000, he has advised private companies (several of which have gone public) such as Medallia (NYSE: MDLA), Endeca Technologies, Platfora, BladeLogic (NASDAQ: BLOG), Synopsys (NASDAQ: SNPS) and ClearCare on growth and go-to-market strategies as a value-added Board member. Mr. Walske has served on the boards of directors of Synopsys and Medallia since 1991 and 2011, respectively, and he served on the board of directors of Platforma from September 2012 until August 2016 and on the board of directors of ClearCare from August 2016 to November 2019. Mr. Walske has extensive relationships in the venture capital and growth equity communities as well as with executives in the technology arena. Mr. Walske holds a BA in Economics from Princeton University and an MBA from Harvard Business School.

Paul Weiskopf, 54
Director

Paul Weiskopf has extensive experience leading strategic transformation initiatives for global businesses, including leading Strategy & Corporate Development at Adobe (NASDAQ: ADBE) from 2005-2012, Hewlett Packard (NYSE) from 2000-2005, and Corporate Development at Domo (NASDAQ: DOMO) from 2014-2019. As an independent board member and strategic business advisor, he has advised private companies, such as Selligent, Monotype and Power Factors, and public companies, such as Synplicity, on strategy, alliances, successful M&A execution, SaaS models and operational improvement initiatives. Mr. Weiskopf has extensive relationships in the software and technology arena. Mr. Weiskopf holds a BA in Political Economy from U.C. Berkeley and an MBA from the Haas School of Business at U.C. Berkeley.

Omar Johnson, 46
Director

Omar Johnson is a marketing innovator in the art of building world class brands. As former CMO of Beats by Dre and VP of Marketing at Apple, throughout his career, Mr. Johnson has led all facets of marketing, ranging from brand development and positioning, to advertising and global digital marketing. Under Johnson’s tenure, Beats grew from $20 million to a $2.0 billion dollar category leader, becoming the #1 premium headphone in over 25 countries, which led to the subsequent purchase by Apple for $3 billion in 2014. Adweek named Mr. Johnson a “Brand Genius,” and Business Insider named him one of the “Most Innovative CMOs” in 2016. Additionally, Mr. Johnson has worked on hundreds of winning marketing campaigns while at international brands such as Nike, Coca-Cola, Kraft Foods, and Campbell Soup. Since Apple, Mr. Johnson has founded ØPUS United, a modern brand management company comprised of a multi-disciplined collective of award-winning executives, athletes, strategists, creatives, and musicians, who understand the anatomy of world-class brands. Through his work with ØPUS United, Mr. Johnson has also been actively involved in developing initiatives, such as We The People and We Got Next, and authored Dear White Corporate America to encourage conversations around racial equity and the empowerment of younger generations to take action through polling, voting, and representation within the government. Mr. Johnson received a B.S. in Biology and Chemistry from Georgia State University and an MBA from Emory University.

 

 

 

ByKristi Marvin