Transaction Details

  • Affle's Israel-based step-down subsidiary, Affle 3iL Ltd., has signed definitive agreement to acquire 100% of Perion Network Limited's outstanding shares including unvested equity awards as per vesting schedule
  • Acquisition price: US$11.70 per share in all-cash transaction
  • Implied equity value: ~US$420 million
  • Perion has no financial debt and had cash balance of ~US$228 million as of September 30, 2026
  • Transaction costs and related expenses to be recorded by Affle in its opening balance sheet

Funding Structure

  • Combination of committed financing from banks and available cash resources
  • Affle would be net debt free immediately post-acquisition

Transaction Structure

  • Reverse triangular merger where wholly-owned subsidiary of Affle will merge with and into Perion
  • Perion will survive as wholly-owned subsidiary of Affle
  • Perion's ordinary shares will be delisted from Nasdaq and Tel Aviv Stock Exchange upon closing
  • Perion will continue to operate under the Perion brand

Expected Timeline and Conditions

  • Expected closing: early 2027
  • Subject to closing conditions including required regulatory approvals and approval by Perion shareholders
  • Agreement provides for go-shop period for Perion before seeking shareholders' approval

Strategic Rationale

  • Combines Affle's leadership in mobile marketing and AI-powered performance-led consumer conversions in emerging markets with Perion's established presence across Retail Media, CTV, DOOH and other digital channels in developed markets
  • Expands total addressable market opportunity for CPCU business globally
  • Enables driving premium consumer conversions with CTV to Cart and DOOH to Cart based retail commerce outcomes
  • Expected to strengthen AI-powered consumer conversions and deliver measurable ROI for advertisers

Financial Projections

  • FY2028 revenue run rate expected to exceed US$700 million
  • Acquisition expected to be accretive to earnings per share (EPS) by end of 1st year following closing
  • Planned CPCU strategic transformation expected to significantly improve bottom line performance through immediate strategic synergies

Advisors and Financing Banks

  • Financial Advisor: LUMA Partners LLC
  • Legal Advisor: Barnea Jaffa Lande & Co.
  • Financing Bank: CitiBank

Company Background

Affle 3i Limited is a global technology company enabling verticalized AI-led consumer conversions for advertisers globally through differentiated CPCU business model across Mobile, CTV and other intelligent connected devices.

Perion Network Limited is an Israeli technology company headquartered in Tel Aviv with dual listings on NASDAQ and Tel Aviv Stock Exchange, providing AI-powered omnichannel advertising solutions across Retail Media, Connected TV (CTV), DOOH and other digital channels.