Teachers’ Private Capital to Acquire Majority Stake in Flexera Software

Transaction supports the next stage of company's growth

SCHAUMBURG, IL - Flexera Software, the leading provider of strategic Application Usage Management solutions for application producers and their enterprise customers, today announced that Teachers' Private Capital, the private investment department of the Ontario Teachers' Pension Plan, has agreed to acquire a majority stake in Flexera Software from Thoma Bravo, LLC, a private equity firm.  Terms of the transaction were not disclosed.

The Chicago-based company develops comprehensive solutions—from software licensing, installation, entitlement management and delivery to software deployment and license compliance and optimization—that play an increasingly strategic role in managing application usage at Global 2000 companies. Flexera Software's growth has been fuelled by its ability to take advantage of emerging market opportunities such as intelligent device manufacturers' increasing reliance on software as part of their business models, the need for enterprises to ensure continuous compliance for software licenses, and migration trends to the Cloud and virtualization. The company has achieved significant growth in revenues and EBITDA over the past three years.

"The Flexera Software team has done an exceptional job of growing the business, defining a strategic vision and executing to become the market leader," said Jane Rowe, Senior Vice-President, Teachers' Private Capital.  "The company has established a strong position in an attractive market segment and Teachers' is committed to supporting Flexera Software's continued innovation and strategic vision as it moves to the next stage of its growth."

"Over the past few years, Flexera Software has created tremendous value for our customers and shareholders," said Mark Bishof, President and Chief Executive Officer of Flexera Software.  "The investment by both Teachers' Private Capital and Thoma Bravo validates our past success and the future potential of our company.  Having world-class investors coupled with one of the best teams in the industry enables us to focus on driving revenue and exceeding our customers' expectations."

"Thoma Bravo has had a tremendously successful partnership with Flexera Software since we acquired the company three years ago," said Seth Boro, Partner at Thoma Bravo, which is retaining a minority interest in the company.  "We believe the company is poised to realize the next stage in its growth and market leadership, and we are excited to be an ongoing partner in making that happen."

Upon completion of the acquisition, which is scheduled to close in late September 2011, Flexera Software will continue to:

• Serve software vendors, intelligent device manufacturers and enterprises that increasingly rely on software applications
• Provide its customers integrated solutions that automate essential business processes related to the software lifecycle
• Enable its customers to take advantage of the latest shifts in technology - from virtualization to SaaS and the Cloud - while adopting new business models and strategically managing application usage
• Continue to work with its partners to provide value-added solutions to customers
• Be led by the same executive management team who will continue to focus on customer success.

About Flexera Software

Flexera Software is the leading provider of strategic solutions for Application Usage Management; solutions delivering continuous compliance optimized usage and maximized value to application producers and their customers. Flexera Software is trusted by more than 80,000 customers that depend on our comprehensive solutions- from installation and licensing, entitlement and compliance management to application readiness and enterprise license optimization - to strategically manage application usage and achieve breakthrough results realized only through the systems-level approach we provide. For more information, visit: http://www.flexerasoftware.com

About Teachers' Private Capital 

Teachers' Private Capital is one of the world's largest private equity investors. It is the private investment department of the Ontario Teachers' Pension Plan. With $107.5 billion in net assets as of December 31, 2010, the Ontario Teachers' Pension Plan is the largest single-profession pension plan in Canada. It is an independent corporation responsible for investing the fund and administering the pensions of Ontario's 295,000 active and retired teachers. For more information, visit www.otpp.com.

About Thoma Bravo, LLC

Thoma Bravo is a leading private equity investment firm that has been providing equity and strategic support to experienced management teams building growing companies for 30 years. The firm originated the concept of industry consolidation investing, which seeks to create value through the strategic use of acquisitions to accelerate business growth. Thoma Bravo applies its investment strategy across multiple industries, with a particular focus on the software and service sectors, and works in partnership with management to implement its operating and consolidation expertise to build long-term value.  In software, Thoma Bravo has completed more than 40 add-on acquisitions across 18 platform companies with total annual earnings of approximately $1 billion.  For more information, visit www.thomabravo.com.

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Contact:

Flexera Software
John Lipsey
+1 323.662.0399
jlipsey@flexerasoftware.com

Ontario Teachers' Pension Plan
Deborah Allan
Director, Communications and Media Relations
Ontario Teachers' Pension Plan
(416) 730-5347
deborah_allan@otpp.com

Thoma Bravo
Amber Roberts
LANE PR for Thoma Brav
+1 212.302.5964
amber@lanepr.com