Affle Signs Definitive Agreement to Acquire Ad Tech Company Perion

Affle 3iL Ltd., the Israel-based step-down subsidiary of Affle 3i Limited, signed a definitive agreement to acquire Perion Network Ltd. for US$11.70 per share in an all-cash transaction valuing the advertising technology company at an implied equity value of approximately US$420 million, Perion announced on November 1, 2026.

Perion said the price represents a 34.5% premium to its closing share price on October 30, 2026, the last trading day before the definitive agreement was executed. The acquisition covers 100% of Perion’s issued and outstanding shares, including unvested equity awards as per their vesting schedule. The transaction will be effected through a reverse triangular merger, under which a wholly owned Affle subsidiary merges with and into Perion, with Perion surviving as a wholly owned subsidiary of Affle.

Upon closing, Perion’s ordinary shares will be delisted from Nasdaq and the Tel Aviv Stock Exchange, where the company holds dual listings, and Perion will continue to operate under the Perion brand. Perion is headquartered in Tel Aviv and, together with its subsidiaries, operates mainly in the United States, Canada, Israel and Europe.

Strategic Rationale and Leadership

Affle said the acquisition is designed to scale its cost-per-converted-user (CPCU) business across developed markets by pairing Perion’s established presence in upper-funnel digital advertising channels, including retail media, connected TV and digital out-of-home, with Affle’s deeper-funnel mobile marketing and AI-powered consumer conversions in emerging markets. Affle said that on completion it would operate as a global omnichannel platform delivering consumer conversions for thousands of advertisers across diversified industry verticals in more than 100 countries, with a workforce expansion of roughly 600 employees in developed markets.

“This is an important step in strengthening our CPCU business across Developed Markets and advancing our 10X decadal growth vision,” Anuj Khanna Sohum, Affle’s chairperson, managing director and chief executive officer, said in the company’s stock-exchange filing. Sohum said combining Affle’s mobile marketing business with Perion’s retail media, connected TV and digital out-of-home channels would drive synergies across the omnichannel consumer journey.

Perion CEO Tal Jacobson described the agreement as an important milestone, saying the company has transformed into a differentiated advertising technology business built around its Perion One platform and Outmax AI agent. Perion completed three acquisitions over the last three years and unified those segments under Perion One. Eyal Kaplan, chairman of Perion’s board, said the company believes the proposed transaction offers compelling value and greater financial certainty for Perion’s shareholders.

Financing and Perion’s Financial Position

Debt financing for the transaction is being provided by Citibank, and the transaction is not subject to a financing condition. Affle said it plans to fund the acquisition through a combination of committed bank financing and available cash resources, and that because Perion is publicly held, the transaction costs and related expenses will be recorded in Affle’s opening balance sheet. According to Affle’s filing, the approximately US$420 million consideration includes continuing equity awards granted as of the agreement date and excludes transaction costs and related expenses incurred by both parties.

Perion held US$228.3 million in cash, cash equivalents, short-term bank deposits and marketable securities as of September 30, 2026, and has no financial debt. During the third quarter of 2026, the company used US$26.0 million under its share repurchase program and US$10.9 million for its acquisition of PRN. Affle’s filing lists Perion’s revenue and profit after tax as US$743.2 million and US$115.0 million in calendar year 2023, US$498.3 million and US$12.6 million in 2024, and US$439.9 million and a loss of US$7.9 million in 2025.

Affle said it would be net debt free immediately following the acquisition, with a FY2028 revenue run rate of over US$700 million. The company said it expects to update Perion’s revenue recognition as part of the planned CPCU transformation, including a review of business contracts, and expects the acquisition to become accretive to earnings per share by the end of the first year after closing.

Canaccord Genuity is acting as exclusive financial advisor to Perion and Meitar Law Offices as its legal counsel, while LUMA Partners is acting as financial advisor to Affle and Barnea Jaffa Lande & Co. as its legal counsel.

Approvals and Closing Timeline

The transaction has been approved by the boards of directors of both companies, with Perion’s board approving unanimously. Closing remains subject to approval by Perion’s shareholders, expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, the US premerger notification law, and other closing conditions. Affle disclosed that the acquisition is not a related-party transaction and that its promoter group holds no interest in Perion.

The merger agreement includes a 40-day go-shop period, expiring at 11:59 PM Israel time on December 11, 2026, during which Perion and its financial advisor may actively solicit and consider alternative acquisition proposals. Perion said it does not intend to disclose developments in the go-shop process unless it determines disclosure is appropriate or is otherwise required. The companies expect the transaction to close in early 2027, and Affle gave an indicative completion period of 180 days, subject to the go-shop process and shareholder approval.