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ironSource Announces Combination with Thoma Bravo Advantage to Create a Publicly-Traded Business Platform for the App Economy

ironSource, a leading business platform that enables mobile content creators to prosper within the app economy, will combine with Thoma Bravo Advantage at an implied pro forma equity value of approximately $11.1 billion

ironSource recorded 2020 revenue and adjusted EBITDA of $332 million and $104 million, respectively, growing revenue at 83% year over year. With ironSource’s core addressable market projected to grow to as much as $41 billion by 2025, the combination with Thoma Bravo Advantage creates a public company positioned for significant long-term growth and value creation

Transaction is expected to provide up to $2.3 billion in cash proceeds (a portion of which will be used for purchases from ironSource equity holders), including an oversubscribed PIPE of $1.3 billion and $1 billion of cash held in the trust account of Thoma Bravo Advantage, assuming no redemptions by public shareholders

After giving effect to the transaction (and assuming no redemptions by public shareholders), the company is expected to have approximately $740 million of unrestricted cash

An affiliate of Thoma Bravo, L.P. has committed $300 million to the PIPE; Orlando Bravo will join ironSource’s Board of Directors at transaction closing

Top-tier investors anchoring the PIPE include funds and accounts managed by Tiger Global Management, LLC, Counterpoint Global (Morgan Stanley), Nuveen, LLC, Hedosophia, Wellington Management, The Baupost Group, and certain funds managed by Fidelity Investments Canada ULC

ironSource, a leading business platform for the app economy, has entered into a definitive agreement to merge with Thoma Bravo Advantage, a publicly-traded special purpose acquisition company, to bring to the public markets a highly-profitable and scalable business that provides a comprehensive business platform for app developers. The transaction values ironSource at a pro forma equity value of $11.1 billion, and is supported by a $1.3 billion oversubscribed Class A ordinary share PIPE led by an affiliate of Thoma Bravo, L.P. (“Thoma Bravo”), as well as investments from Tiger Global Management, LLC, Counterpoint Global (Morgan Stanley), Nuveen, LLC, Hedosophia, Wellington Management, The Baupost Group, and certain funds managed by Fidelity Investments Canada ULC and other institutional investors. Upon closing of the transaction, the combined company will operate under the ironSource name.

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ironSource provides the most comprehensive business platform for the app economy. The platform is designed to enable any app or game developer to turn their app into a scalable, successful business by helping them to monetize and analyze their app and grow and engage their users through multiple channels, including unique on-device distribution through partnerships with leading telecom operators and OEMs such as Orange and Samsung. In 2020, ironSource grew revenue 83% year-over-year to $332 million, with 94% from 291 customers with more than $100,000 of annual revenue, a dollar-based net expansion rate of 149%, and adjusted EBITDA margins of 31%. The company serves over 2.3 billion monthly active users across its global customer base.

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As a public company, ironSource is expected to benefit from the financial and operational support of Thoma Bravo – one of the most experienced and successful software investors in the world. With a track record of over 300 software investments, Thoma Bravo can provide ironSource with unparalleled industry expertise and a global network.

“Joining forces with Thoma Bravo Advantage to bring ironSource to the public markets presents an opportunity to partner with the world’s leading software investor to achieve the next level of growth,” said Tomer Bar Zeev, CEO and co-founder of ironSource. “Despite our previous progress pursuing a traditional IPO, when we met with Thoma Bravo Advantage we found an alignment of vision and shared conviction about the long-term growth we can drive at ironSource that made them the perfect partner as we take this next step in growing our company, and the market as a whole.”

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“As one of the fastest-growing and most innovative platforms for building and scaling businesses in the app economy, ironSource is well-positioned for continued success as a public company,” said Orlando Bravo, Chairman of the Board of Directors of Thoma Bravo Advantage, as well as a founder and managing partner of Thoma Bravo. “With a full suite of solutions across the app growth life cycle – and a unique combination of scale, business growth, and profitability – we expect ironSource to further its market leadership position as a public company. We look forward to partnering closely with Tomer and the talented ironSource team in this exciting next chapter for the company.”

“ironSource is a one-of-a-kind software company that combines an innovative, high-growth franchise with a deeply experienced management team that has a track record of success in a rapidly expanding market,” said Robert (Tre) Sayle, CEO of Thoma Bravo Advantage, as well as a partner at Thoma Bravo. “We are thrilled to be partnering with ironSource as it enters the public markets and to be able to provide Thoma Bravo’s deep software expertise and financial support to the company as it continues its growth journey.”

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