Form 4: GGV Capital Entities Report Disposition of HashiCorp Shares Following IBM Acquisition

Sentiment:

SEC Form 4


GGV Capital and affiliated entities report the cancellation and conversion of their HashiCorp shares into cash following the merger agreement with IBM.

Summary

  • This Form 4 filing details changes in beneficial ownership of HashiCorp, Inc. (HCP) securities by GGV Capital and related entities.
  • The report is triggered by the merger agreement between HashiCorp, International Business Machines Corporation, and McCloud Merger Sub, Inc., dated April 24, 2024.
  • As a result of the merger, each share of HashiCorp Class A and Class B common stock was canceled and converted into the right to receive $35.00 per share in cash.
  • The reporting entities include GGV Capital V L.L.C., GGV Capital V L.P., GGV Capital V Entrepreneurs Fund L.P., GGV Capital Select L.L.C., GGV Capital Select L.P., GGV Capital VII L.L.C., GGV VII Investments, L.L.C., GGV Capital VII Plus L.L.C., GGV VII Plus Investments, L.L.C., and GGV Capital LLC.
  • These entities held various amounts of Class A and Class B common stock, which were all converted to cash at the agreed-upon price.
  • Glenn Solomon, Managing Director, signed the report on behalf of the various GGV Capital entities on March 3, 2025.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The document reflects a successful exit for GGV Capital through the acquisition of HashiCorp by IBM. The defined cash price provides certainty and liquidity.

Positives

  • The merger provided a clear exit strategy for GGV Capital's investment in HashiCorp at a defined price of $35.00 per share.

Future Outlook

The document does not contain any forward-looking statements regarding GGV Capital's future investment strategy or outlook.

Industry Context

The acquisition of HashiCorp by IBM reflects the ongoing consolidation in the cloud infrastructure and automation space, with larger players acquiring specialized companies to enhance their offerings.

Comparison to Industry Standards

  • Similar acquisitions in the software industry include Salesforce's acquisition of Tableau and Microsoft's acquisition of GitHub.
  • These deals often involve established tech giants acquiring innovative companies to expand their market presence and technological capabilities.
  • The $35.00 per share price represents the value the market placed on HashiCorp's technology and market position at the time of the merger agreement.

Stakeholder Impact

  • Shareholders of HashiCorp received $35.00 per share in cash.
  • Employees of HashiCorp are now part of IBM.
  • The acquisition may lead to integration of HashiCorp's products into IBM's portfolio, potentially impacting customers and partners.

Key Dates

DateDescription
April 24, 2024Date of the Agreement and Plan of Merger between HashiCorp, IBM, and McCloud Merger Sub, Inc.
February 27, 2025Date of the transaction (cancellation and conversion of shares).
March 3, 2025Date of signature for the Form 4 filing.

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