Perion enters into merger agreement with Affle

Perion, an advanced technology leader solving for the complexities of digital advertising through AI-native execution infrastructure, and Affle 3iL Ltd., a subsidiary of Affle International Pte. Ltd. (“Affle”), a global technology company delivering AI-led solutions in mobile advertising, has announced that they entered into a definitive agreement under which Affle will acquire the Company in an all-cash transaction.

Upon closing of the transaction, Perion will become a wholly-owned subsidiary of Affle, and will continue to operate under the Perion brand.

Under the terms of the definitive merger agreement, which has been unanimously approved by Perion’s Board of Directors, the Company’s shareholders will receive cash consideration of $11.70 per share. The transaction represents an equity value for the Company of approximately $420 million and represents a 34.5% premium to the Company’s closing share price on October 30, 2026, the last trading day prior to the execution of the definitive agreement. The definitive merger agreement also includes a 40-day “go shop” period that will allow the Company to affirmatively solicit alternative proposals from interested parties.

“Over the past several years, we have transformed Perion into a differentiated advertising technology company, driven by the strength of our team, technological innovation, and our focus on measurable business outcomes for advertisers,” said Tal Jacobson, CEO of Perion. “Through Perion One and our Outmax AI agent, we continue to advance how advertising performance is executed and optimized across channels to ensure the best ROI on media investments for our customers. Our agreement with Affle marks an important milestone for Perion. Affle has established a strong position in mobile performance, supported by an experienced team, global reach, and a focus on measurable results. We see significant potential in bringing these complementary capabilities together to create new opportunities for brands, agencies, and media owners worldwide. Throughout this process, our focus remains on executing our strategy, supporting our people, and delivering for the customers and partners who rely on us.”

“Perion’s management has demonstrated strong strategic execution, further strengthening the business and positioning it for its next phase of growth,” said Eyal Kaplan, Chairman of Perion’s Board of Directors. “We welcome the opportunity to join forces with Affle, a leading global technology company. We believe the proposed transaction offers compelling value and greater financial certainty for Perion’s shareholders, while providing a strong foundation for the company’s future. The Board remains focused on pursuing the path that best serves shareholders and enables Perion to realize its full potential.”

“We are excited to welcome the Perion family on board as we continue to strengthen the foundations of our AI-powered Consumer Platform Tech Stack,” said Anuj Khanna Sohum, Chairperson, Managing Director and Chief Executive Officer of Affle. “Through this acquisition, we are bringing together our highly complementing tech capabilities, innovation culture and unique IP to global scale. The combination of Affle’s strong leadership in mobile marketing with Perion’s established presence across Retail Media, CTV, DOOH and other digital channels will enable us to drive greater synergies across the omnichannel consumer journey on intelligent connected devices. With our integrated capabilities, we see opportunities to unlock greater ROI for advertisers and publishers alike, while driving global scale for premium consumer conversions across industry verticals such as e-commerce, retail and healthcare. This is an important step in strengthening our CPCU business across Developed Markets and advancing our 10X decadal growth vision.”

The transaction is expected to be completed in early 2027 and is subject to approval by Perion’s shareholders, expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as other closing conditions. Upon completion of the transaction, Perion ordinary shares will no longer be listed on the Nasdaq Stock Market or the Tel Aviv Stock Exchange.

As of September 30, 2026 Perion had cash and cash equivalents, short-term bank deposits and marketable securities, of $228.3 million. During the third quarter, the Company utilized $26.0 million under the company’s share repurchase program and $10.9 million for the acquisition of PRN.

Debt financing in support of the transaction is being provided by Citibank, N.A. The transaction is not subject to a financing condition.

The definitive merger agreement includes a 40-day “go-shop” period that will expire at 11:59 PM local time in Israel on December 11, 2026, which permits Perion and its financial advisor to actively solicit and consider alternative acquisition proposals. There can be no assurance that this process will result in a superior proposal, and the Company does not intend to disclose developments with respect to the “go-shop” process unless and until it determines such disclosure is appropriate or is otherwise required.