N-able Acquires Existing Strategic Partner Adlumin

N-able, Inc. (N-able Solutions ULC and N-able Technologies Ltd.) acquired Adlumin, Inc., provider of an enterprise-grade security operations platform for organizations of all sizes.

Building upon Adlumin’s and N-able’s existing proven partnership providing extended detection and response (XDR) capabilities and managed detection and response (MDR) services, the acquisition will allow N-able to incorporate Adlumin’s technology with N-able’s industry-leading platform that combines security, unified endpoint management, and data protection solutions. This,combination positions N-able to deliver deeper insights and remediation across the entire IT environment advancing the evolution of N-able s cybersecurity portfolio. With this acquisition, N-able aims to scale its security portfolio and fast-growing annual recurring revenue (ARR) from the existing partnership, and set a new standard of security excellence for managed services providers (MSPs) and internal IT teams.

Our customers have been telling us for some time that cloud-native XDR and MDR solutions are mission-critical to their ability to fully secure their customers and users which solidified our decision to partner with, and now, acquire Adlumin, said John Pagliuca, President and CEO of N-able. We ve proven out customer demand with robust growth and we determined that we could scale our business faster if we owned it. I m thrilled to formally welcome them as a part of N-able. Their security operations platform fits perfectly within our Ecoverse vision for unifying security and unified endpoint management into a single platform, allowing us to build upon the success we ve already achieved together.

N-able delivers a deep and wide set of security solutions, combined with powerful unified endpoint management in a single platform, via an open Ecoverse that helps close the coverage gaps between IT professionals often-multi-vendor, multi-product software stacks. Adlumin provides security solutions and services for organizations through its agnostic security operations platform that seamlessly integrates with existing infrastructures enhancing and furthering N-able s Ecoverse vision. Since launching the partnership with Adlumin, N-able has successfully driven meaningful ARR growth, demonstrating that the combination of XDR software and MDR services with the N-able platform is a differentiator in the market. The unified technologies will deliver a deeper level of security intelligence across the full N-able suite providing a more holistic cybersecurity solution in lock step with IT management services, addressing the increasing overlap between ITOps and SecOps and making advanced protection accessible to all.

“Joining forces with N-able marks an exciting new chapter in our mission to deliver enterprise-grade security to businesses of all sizes,” said Robert Johnston, CEO of Adlumin. “Over the past year, our collaboration has demonstrated the tremendous value we can create together for MSPs and their customers. By combining our security operations expertise with N-able’s comprehensive endpoint management platform, we believe we’re uniquely positioned to help IT professionals stay ahead of evolving threats while scaling their security practices. We’re excited to accelerate this shared vision as part of the N-able team.”

Our customers can leverage the following benefits:

• A distinct experience for IT services providers, who through access to the XDR software and the MDR services get a unified view of their security operations with end-to-end detection, investigation, response, and resiliency
• Coverage across the full IT environment (including the network, endpoint, identity, SaaS apps, public cloud, and more)
• An AI-powered engine with data models that delivers rapid alerts on suspicious activities, enabling more accurate threat identification and minimizing false positives
• Built-in ransomware protection and data exfiltration prevention
• Threat Intelligence that delivers deep insights into the threats that matter most to organizations
• Network perimeter defense to detect perimeter exposures and reduce the attack surface
• Compliance support with workflows for common frameworks, including HIPAA, PCI, banking (FFIEC and NCUA), FBI CJIS, R-SAT, and others

Financial Terms

The aggregate consideration payable by N-able in connection with the acquisition consists of approximately: (i) $100 million in cash at the closing, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses, (ii) 1,570,762 shares of the company s common stock issued at the closing, (iii) $120 million in cash installments of $52.5 million and $67.5 million, respectively, on the first and second anniversary of the closing, and (iv) up to an aggregate of $30 million in potential cash earn-out payments payable in 2025 and 2026 based upon the achievement of certain performance metrics against defined targets. N-able anticipates that this acquisition will be immediately accretive to ARR growth and accretive to cash flow by 4Q25.

Updated Financial Outlook for 4Q24
As of November 20, 2024, N-able is providing updated financial outlook for 4Q24 and FY24. The financial information below represents forward-looking non-GAAP financial information, including adjusted EBITDA. These non-GAAP financial measures exclude, among other items mentioned below, amortization of acquired intangible assets and developed technology, depreciation expense, income tax expense, interest expense, net, unrealized foreign currency (gains) losses, transaction related costs, spin-off costs, stock-based compensation expense and related employer-paid payroll taxes and restructuring and other costs. We have not reconciled our estimates of these non-GAAP financial measures to their most directly comparable GAAP measure as a result of uncertainty regarding, and the potential variability of, these excluded items in future periods. Accordingly, reconciliation is not available without unreasonable effort, although it is important to note that these excluded items could be material to our results computed in accordance with GAAP in future periods. Our reported results provide reconciliations of non-GAAP financial measures to their nearest GAAP equivalents.

The financial outlook provided below reflects N-able’s expectations, as of the date of this release, regarding the impact on its business of changing foreign exchange rates and current macroeconomic dynamics.

N-able management currently expects to achieve the following results for 4FQ24.

Total revenue in the range of $113.3 to $114.8 million, representing 5% to 6% Y/Y growth on a reported and constant currency basis.

Adjusted EBITDA in the range of $35.0 to $35.5 million, representing approximately 31% of total revenue.

Updated Financial Outlook for FY24
N-able management currently expects to achieve the following results for the full-year 2024:

Total revenue in the range of $463.0 to $464.5 million, representing 10% Y/Y growth on a reported and constant currency basis.

Adjusted EBITDA in the range of $166.3 to $166.8 million, representing approximately 36% of total revenue.