Apax Partners has begun its all-cash tender offer for the shares of Exact Holding. The tender period ends on February 15 and is being conducted at 32 euro per share. At the current exchange rate—and with 22,816,661 shares outstanding—the deal is worth about $900.5 million. But the most interesting part of the offering memorandum is the strategy outline from Apax and that can be summed up as "cloud". Apax wrote that the buyout is "An opportunity to pursue an optimal cloud strategy." It explained the economics of a cloud transition might be understood or mis-valued by public investors so the company is better off in private hands while it makes the leap and that includes increasing R&D spending to 15 percent of Exact revenue. The buyers expect to invest aggressively in an international expansion for Exact's Cloud Solution division and notes their history of investment in pure-play cloud vendors, such as RealPage and Plex Systems, as giving themt the ability to handle the needs. Apax will support "accretive M&A" and said it could aid in considering acquisition targets. The most interesting phrase was it could help in "the contemplated disposal of certain U.S. assets and other strategic M&A transactions." I don't know if that means disposal under discussion or that might arise as the company has indicated it will utilize the channels of its Macola and JobBoss lines for building the American market for Exact Online. Max is sold direct so it does not seem to fit that strategy. Exact believes it can achieve annual organic growth of 4 percent to 7 percent and expects Cloud Solutions revenue to rise by 30 percent to 50 percent annually.

Epicor has discovered "material" errors regarding reporting for income taxes in the financial statements for two years and three quarters of another. This is at least embarrassing as Epicor's audit committee found financial statements for the years ended Sept. 30, 2012 and 2013 and first, second and third quarters fiscal 2014 cannot be relied on because of those errors.