Digital River will go private in $840M deal

Digital River Inc., the Twin Cities' most prominent survivor of the first Internet boom in the late 1990s, will be taken private by a New York investment firm early next year unless other offers emerge.

The Minnetonka company, which makes software used as the checkout engine on hundreds of websites, agreed to be purchased by Siris Capital Group for $26 a share, or about $840 million.

Though the company's board signaled its acceptance of the Siris offer, under the deal, Digital River can wait 45 days for other buyers to emerge before making a final move. If another buyer comes along and Digital River goes with it, Siris will get paid $12.6 million.

"We believe this transaction will provide Digital River with the flexibility to innovate and execute our vision of setting the standard for global e-commerce technology and services," David Dobson, chief executive, said in a statement Thursday evening, when the deal was announced.

Dobson and other executives weren't available for interviews Friday. A company spokeswoman said the firm could not comment beyond its prepared statement during the 45 days it is in play.

In a letter to employees, Dobson wrote that there are no plans to change the Digital River name or headquarters location.

Dobson early last year succeeded founder Joel Ronning, who left after a succession of money-losing quarters. Digital River has continued to post losses in the past year, though analysts forecast a turnaround in 2015. It will report its performance for the July-to-September period next week.

"In recent quarters, Digital River divested at least two businesses, closed two data centers and completed a global head count reduction," Colin Sebastian, an analyst at Baird Equity Research, wrote in a note Friday. "As such, management now expects to bear the fruit of a more focused strategy to drive customer acquisition and retention."

Digital River specializes in a range of e-commerce services, including marketing, payments and tax services. Its clients include Microsoft Corp., and the firm has a strong presence in the websites of firms selling PC software, games and consumer electronics.

Ronning started Digital River in 1994 and took it public in 1998 at a feverish time for Internet-related companies. Coming off 1997 sales of $2.5 million, Digital River raised $26 million in its initial public offering, which priced its shares at $8.50. In less than six months, they soared to $56. They fell to around $2 in the Internet stock bust of 2000.

The business grew steadily, shaped in part by 18 acquisitions, and the stock price gradually came back, rising to the mid-$50 range in 2006, when Digital River's market capitalization peaked at $2.25 billion. Revenue topped out in 2009 at $403 million and has seesawed between $360 million and $390 million since.

Siris offered $26 a share for Digital River, a 50 percent premium over the firm's Thursday closing price of $17.38 and a 67 percent premium over its 90-day average price. Digital River shares closed Friday at $25.65, up $8.27 or 48 percent.

New York-based Siris Capital's investment focus is on data telecommunications, technology and technology-enabled business service companies. It purchased two other software firms this year: Pulse Secure, a provider of mobile security products and virtual private networks, and Stratus Technologies, a developer of technologies to safeguard systems against power outages.

Patrick Kennedy • 612-673-7926

Evan Ramstad • 612-673-4241