Financial Data and Key Metrics - Revenue increased 24% year-over-year to $206 million in Q3 2024 [5] - Non-GAAP operating margin expanded to 29% in Q3 2024 [5] - Non-GAAP free cash flow margin grew to 27% in Q3 2024 [5] - Core solutions revenue was $46 million in Q3, a 15.8% year-over-year increase [14] - Value-added services revenue grew 28% year-over-year to $158 million in Q3 [15] - Managed approximately 8.5 million units from 20,403 customers, a 5% increase in customers and a 9% increase in ending units compared to the previous year [15] - Non-GAAP operating margin grew to 28.7% compared to 16.1% last year [18] - Free cash flow margin was 27.1% compared to 20.3% in Q3 2023 [18] - Strong cash and investment position of $331 million at the end of the quarter [18] Business Line Data and Key Metrics - Core solutions revenue driven by new customers and additional total units on platform [14] - Growth in adoption of AppFolio Property Manager Plus and Max [14] - Value-added services growth primarily from higher usage of the online payments platform and the decision to stop waiving eCheck fees in August 2023 [15] - Risk mitigation and screening services grew in line with seasonal expectations [15] Market Data and Key Metrics - The company continues to emphasize residential portfolios, with a 9% increase in ending units [15] - Demand for screening services and risk mitigation products is seasonally higher in Q2 and Q3 [17] Company Strategy and Industry Competition - Focus on innovation, including the launch of FolioSpace, a next-generation resident experience [6] - Acquisition of LiveEasy to accelerate potential in the resident industry segment [7] - Embracing generative AI technology with the release of Realm-X Assistant and messages [8] - Unlocking upmarket customers by extending the value of the platform to scale with complex operations [10] - Expanding coverage of property types, including affordable housing [11] - Launching new anti-fraud solutions like document verification and ID verification [12] - Onboarding Marcy Campbell as the new Chief Revenue Officer to optimize the customer journey and strengthen go-to-market capabilities [12] Management Commentary on Operating Environment and Future Outlook - The company is raising its projected full-year revenue guidance to $786 million to $790 million, implying an annual growth rate of 27% [18] - Updated guidance reflects expectations for continued customer upgrades to premium product tiers and adoption of value-added services [18] - Non-GAAP operating margin guidance raised to 24.5% to 25.5% for the full year [19] - Free cash flow margin guidance remains 22% to 24% [19] - Expects a decline in operating margin in Q4 due to seasonal patterns and increased investments [20] Other Important Information - Fay Sien Goon, CFO, is leaving the company, and Tim Eaton will assume the role of interim CFO [13] - The company is conducting an extensive and inclusive search for a new CFO [13] Q&A Session Summary - No specific Q&A session details were provided in the content

AppFolio (APPF) came out with quarterly earnings of $1.30 per share, beating the Zacks Consensus Estimate of $1.02 per share. This compares to earnings of $0.59 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of 27.45%. A quarter ago, it was expected that this property management software maker would post earnings of $0.92 per share when it actually produced earnings of $1.12, delivering a surprise of 21.74%.Over the last four qu ...

[Agreement and Plan of Merger Overview](index=1&type=section&id=Agreement%20and%20Plan%20of%20Merger) This section outlines the acquisition of Move EZ, Inc. by AppFolio, Inc. through a reverse triangular merger structure [Parties to the Agreement](index=1&type=section&id=Parties%20to%20the%20Agreement) This section identifies AppFolio, Inc. as the Purchaser, Move EZ, Inc. as the Company, and WT Representative LLC as the Equityholder Representative in the merger Parties Involved in the Merger | Role | Entity | Description | | :--- | :--- | :--- | | **Purchaser** | AppFolio, Inc. | A Delaware corporation acquiring the Company | | **Merger Sub** | Lilac Merger Sub, Inc. | A Delaware corporation and wholly-owned subsidiary of the Purchaser, which will merge into the Company | | **Company** | Move EZ, Inc. | A Delaware corporation being acquired | | **Equityholder Representative** | WT Representative LLC | Appointed to represent the interests of the Company's equityholders | - The structure of the transaction is a reverse triangular merger, where Merger Sub merges with and into the Company. The Company will survive the merger and become a wholly-owned subsidiary of the Purchaser[8](index=8&type=chunk)[76](index=76&type=chunk) [Article I: Definitions](index=6&type=section&id=ARTICLE%20I%20DEFINITIONS) This article defines key capitalized terms, including critical financial figures and legal concepts central to the merger agreement [Section 1.01: Defined Terms](index=6&type=section&id=Section%201.01%20Defined%20Terms) This section provides definitions for key capitalized terms used throughout the merger agreement, establishing the specific meanings for financial, legal, and operational concepts central to the transaction Key Financial Definitions | Term | Definition/Value | Source Chunk(s) | | :--- | :--- | :--- | | **Purchase Price** | $80,000,000 | chunk_num: [58] | | **Holdback Amount** | $800,000 | chunk_num: [32] | | **Representative Expense Amount** | $500,000 | chunk_num: [59] | | **Working Capital Target** | -$324,516.30 (a negative number) | chunk_num: [73] | - The agreement defines "Fraud" narrowly as actual and intentional common law fraud under Delaware law, explicitly excluding constructive and equitable fraud. This limits the scope of potential post-closing claims outside the indemnification framework[31](index=31&type=chunk) - The definition of "Indebtedness" is comprehensive, including not only borrowed money but also deferred purchase prices, capital leases, unpaid pre-closing taxes, deferred compensation, and specific liabilities like **$100,000** for correcting accounting methods related to Section 174 of the Code[34](index=34&type=chunk)[35](index=35&type=chunk) [Article II: The Merger](index=24&type=section&id=ARTICLE%20II%20THE%20MERGER) This article details the mechanics of the merger, including stock conversion, treatment of equity rights, and payment procedures [Section 2.01: The Merger](index=24&type=section&id=Section%202.01%20The%20Merger) This section outlines the fundamental mechanics of the merger. At the Effective Time, Merger Sub will merge into the Company, ceasing its separate existence. The Company will continue as the surviving corporation and become a wholly-owned subsidiary of the Purchaser, governed by the Delaware General Corporation Law (DGCL) - The merger will become effective upon the filing of the Certificate of Merger with the Delaware Secretary of State[77](index=77&type=chunk) - Post-merger, all properties, rights, debts, and liabilities of both the Company and Merger Sub will be vested in the Surviving Corporation[77](index=77&type=chunk)[78](index=78&type=chunk) [Section 2.02: Treatment of Company Stock](index=25&type=section&id=Section%202.02%20Treatment%20of%20Company%20Stock) This section details the conversion of the Company's stock at the Effective Time. Each share of Preferred and Common Stock will be cancelled and converted into the right to receive a cash payment, specifically the "Preferred Stock Per Share Amount" and "Common Stock Per Share Amount," respectively. Shares held as treasury stock or by the Purchaser are excluded and cancelled without consideration - All outstanding Preferred Stock and Common Stock (excluding treasury and Purchaser-held shares) will be automatically cancelled and converted into a right to receive cash[78](index=78&type=chunk)[79](index=79&type=chunk) - Each share of Merger Sub's capital stock will be converted into one share of the Surviving Corporation's common stock[80](index=80&type=chunk) [Section 2.03: Treatment of Options, Warrants, Convertible Notes, and Equity Rights](index=25&type=section&id=Section%202.03%20Treatment%20of%20Options%2C%20Warrants%2C%20Convertible%20Notes%20and%20Equity%20Rights) This section specifies the handling of all non-stock equity interests. In-the-money options and warrants will be cancelled in exchange for a cash payment equal to the spread between the Common Stock Per Share Amount and their exercise price. Out-of-the-money instruments are cancelled for no consideration. Convertible Notes and other Equity Rights are also cancelled in exchange for cash payments calculated based on specific conversion formulas - In-the-Money Options and Warrants will be cashed out based on their intrinsic value, while those that are not in-the-money will be cancelled without payment[81](index=81&type=chunk)[83](index=83&type=chunk) - Convertible Notes will be cashed out for an amount equivalent to what the holder would have received if they had converted into Series A Preferred Stock immediately prior to the merger[86](index=86&type=chunk) - Receipt of payment for these instruments is conditional upon the holder executing and delivering a corresponding cancellation agreement (e.g., Option Cancellation Agreement, Warrant Cancellation Agreement)[82](index=82&type=chunk)[84](index=84&type=chunk)[88](index=88&type=chunk) [Section 2.04: Paying Agent and Exchange Procedures](index=28&type=section&id=Section%202.04%20Paying%20Agent%3B%20Letter%20of%20Transmittal%3B%20Exchange%20of%20Certificates%3B%20Lost%20Certificates) This section establishes the process for stockholders to receive their merger consideration. Wilmington Trust, National Association is appointed as the Paying Agent. Stockholders must surrender their stock certificates (or book-entry shares) along with a completed Letter of Transmittal to the Paying Agent to receive their cash payment. Procedures for lost, stolen, or destroyed certificates are also outlined - Wilmington Trust, National Association will act as the Paying Agent to manage the exchange of stock for cash[48](index=48&type=chunk)[94](index=94&type=chunk) - Stockholders must submit a duly executed Letter of Transmittal to receive their portion of the merger consideration[94](index=94&type=chunk)[95](index=95&type=chunk) - Any funds remaining with the Paying Agent **one year** after the closing date will be returned to the Purchaser, after which stockholders must look to the Surviving Corporation for payment[98](index=98&type=chunk) [Sections 2.05-2.11: Additional Merger Effects and Procedures](index=29&type=section&id=Section%202.05-2.11%20Additional%20Merger%20Effects%20and%20Procedures) These sections cover administrative and legal consequences of the merger. This includes the post-merger corporate governance structure, where the certificate of incorporation and bylaws of Merger Sub will become those of the Surviving Corporation, and Merger Sub's directors and officers will assume their roles in the new entity. It also addresses withholding rights, appraisal rights for dissenting stockholders, and the reliance of all parties on the accuracy of the Closing Certificate for payment calculations - The certificate of incorporation and bylaws of the Surviving Corporation will be those of Merger Sub, with the name changed to "Move EZ, Inc."[100](index=100&type=chunk)[101](index=101&type=chunk) - Stockholders who dissent from the merger and perfect their appraisal rights under DGCL Section 262 will be entitled to the fair value of their shares as determined by a court, instead of the merger consideration[104](index=104&type=chunk) - The Purchaser, Merger Sub, and Paying Agent are entitled to rely on the Closing Certificate and Post-Closing Payment Spreadsheets for all payment calculations and allocations, absolving them of liability for such reliance[105](index=105&type=chunk) [Article III: The Closing Transactions](index=30&type=section&id=ARTICLE%20III%20THE%20CLOSING%20TRANSACTIONS) This article describes the closing process, initial payments, required deliveries, and the post-closing adjustment mechanism [Sections 3.01-3.03: The Closing and Initial Payments](index=30&type=section&id=Section%203.01-3.03%20The%20Closing%20and%20Initial%20Payments) This part details the mechanics of the closing, including timing and the calculation of the initial cash payment. The Company must deliver a Closing Certificate with good faith estimates of key financial metrics. The Purchase Price is adjusted by these estimates to determine the "Estimated Closing Consideration." At closing, the Purchaser will retain the Holdback Amount, pay the Representative Expense Amount, and pay off estimated transaction expenses and indebtedness, with the remainder distributed to equityholders - The closing will occur no later than **three business days** after all conditions are satisfied or waived[106](index=106&type=chunk) - A Closing Certificate, delivered by the Company one business day before closing, provides the basis for the initial payments by estimating Closing Working Capital, Indebtedness, Cash, and Transaction Expenses[108](index=108&type=chunk) Calculation of Estimated Closing Consideration | Component | Adjustment to Purchase Price | | :--- | :--- | | **Purchase Price** | $80,000,000 | | Estimated Indebtedness | Decrease | | Estimated Transaction Expenses | Decrease | | Working Capital Shortfall | Decrease (if Estimated WC < WC Target) | | Closing Cash | Increase | | Working Capital Surplus | Increase (if Estimated WC > WC Target) | [Sections 3.04-3.05: Deliveries at Closing](index=32&type=section&id=Section%203.04-3.05%20Deliveries%20at%20Closing) These sections list the specific documents and evidence that both the Company and the Purchaser must deliver to each other at the closing to finalize the transaction. The Company's deliveries are extensive, including required third-party consents, resignations of directors and officers, corporate records, tax certificates (FIRPTA), and fully executed cancellation agreements from holders of options, warrants, and other equity rights - The Company must deliver key documents including third-party consents, officer and director resignations, payoff letters for indebtedness, and a FIRPTA certificate stating the Company is not a U.S. real property holding corporation[110](index=110&type=chunk)[111](index=111&type=chunk) - A critical delivery from the Company is evidence of the termination of its 401(k) plan, effective no later than the day before the Closing Date[112](index=112&type=chunk) [Section 3.06: Post-Closing Adjustment](index=34&type=section&id=Section%203.06%20Post-Closing%20Adjustment) This section outlines the process for truing-up the initial payment made at closing. Within 60 days, the Purchaser will prepare a final Closing Statement with the actual values for working capital, indebtedness, cash, and expenses. The Equityholder Representative has 45 days to dispute it. Unresolved disputes are settled by an independent accounting firm (Moss Adams). The final "Actual Closing Consideration" is then compared to the estimated amount, and a payment is made from (or to) the Equityholders, with the Holdback Amount serving as the primary source for payments owed by the Equityholders - A **60-day** post-closing period allows the Purchaser to calculate the final financial figures as of the closing date[115](index=115&type=chunk) - If the Actual Closing Consideration is less than the Estimated Closing Consideration, the Purchaser recovers the difference first from the **$800,000** Holdback Amount[120](index=120&type=chunk) - If the Actual Closing Consideration is greater, the Purchaser pays the difference to the Equityholders and releases the full Holdback Amount[121](index=121&type=chunk) [Article IV: Representations and Warranties of the Company](index=36&type=section&id=ARTICLE%20IV%20REPRESENTATIONS%20AND%20WARRANTIES%20REGARDING%20THE%20GROUP%20COMPANIES) This article contains the Company's comprehensive representations and warranties regarding its corporate, financial, operational, and compliance status [Sections 4.01-4.08: Corporate and Financial Matters](index=36&type=section&id=Section%204.01-4.08%20Corporate%20and%20Financial%20Matters) The Company provides foundational representations regarding its legal and financial status. This includes its due organization and good standing (4.01), proper authorization for the transaction (4.02), the transaction's non-contravention of existing laws or contracts (4.03), absence of litigation (4.04), and a detailed breakdown of its capitalization (4.05). It also confirms it has no subsidiaries other than the Indian Subsidiary (4.06), has no undisclosed brokers' fees (4.07), and that its provided Financial Statements are accurate and prepared in accordance with GAAP (4.08) - The Company represents that its capitalization table (Schedule 4.05) is complete and accurate, covering all stock, options, warrants, and convertible notes[128](index=128&type=chunk)[129](index=129&type=chunk) - The Financial Statements provided are warranted to be prepared from the company's books and records and to fairly present its financial condition in accordance with GAAP[135](index=135&type=chunk)[136](index=136&type=chunk) [Sections 4.09-4.17: Operations, Assets, and Contracts](index=40&type=section&id=Section%204.09-4.17%20Operations%2C%20Assets%2C%20and%20Contracts) This set of representations covers the Company's operational integrity and assets. The Company confirms it has no undisclosed liabilities (4.09) and has operated in the ordinary course of business without material adverse changes since December 31, 2023 (4.10). It asserts compliance with all laws (4.11), good title to its assets (4.12), and provides details on its leased real property (4.13). Extensive representations are made regarding tax matters (4.14), intellectual property (4.15), material contracts (4.16), and insurance coverage (4.17) - Section 4.10 provides a long list of actions the Company has not taken since Dec 31, 2023, ensuring no significant changes to the business occurred during the deal process[137](index=137&type=chunk)[138](index=138&type=chunk)[140](index=140&type=chunk) - The Company makes detailed tax representations (Section 4.14), including timely filing of returns, proper withholding, no undisclosed tax liabilities, and compliance with accounting methods[151](index=151&type=chunk)[152](index=152&type=chunk)[156](index=156&type=chunk) - The Company represents that it owns or has valid rights to all intellectual property necessary for its business and that its operations do not infringe on the IP of others[167](index=167&type=chunk)[169](index=169&type=chunk)[171](index=171&type=chunk) [Sections 4.18-4.31: Employee, Customer, and Compliance Matters](index=51&type=section&id=Section%204.18-4.31%20Employee%2C%20Customer%2C%20and%20Compliance%20Matters) These sections cover representations related to human resources, business relationships, and specialized compliance areas. The Company provides details on its employees and contractors (4.18) and employee benefit plans (4.19), confirming compliance with ERISA and other labor laws. It also lists its material customers and suppliers (4.21), discloses any related-party transactions (4.22), and makes representations about data privacy and security (4.27), international trade (4.29), and anti-corruption laws (4.30). The article concludes with a disclaimer that no other representations are being made outside of the agreement (4.31) - The Company represents that it has complied with all labor and employment laws and that all employee benefit plans are in compliance with ERISA and the Code[183](index=183&type=chunk)[186](index=186&type=chunk) - Representations on data privacy (Section 4.27) confirm compliance with all Privacy Laws and the implementation of a reasonable information security program[201](index=201&type=chunk)[202](index=202&type=chunk) - The Company confirms it has not received any relief under the CARES Act or Paycheck Protection Program[206](index=206&type=chunk)[207](index=207&type=chunk) [Article V: Representations and Warranties of Purchaser and Merger Sub](index=58&type=section&id=ARTICLE%20V%20REPRESENTATIONS%20AND%20WARRANTIES%20OF%20PURCHASER%20AND%20MERGER%20SUB) This article outlines the Purchaser's and Merger Sub's representations and warranties concerning their legal capacity and authority to complete the transaction [Sections 5.01-5.06: Purchaser's Representations](index=58&type=section&id=Section%205.01-5.06%20Purchaser's%20Representations) This article contains the representations and warranties made by the Purchaser and Merger Sub. These are generally more limited than the Company's and focus on their legal capacity to enter into and consummate the transaction. They represent that they are duly organized corporations (5.01), have the authority to execute the agreement (5.02), the transaction does not conflict with their charter documents or laws (5.03), there is no litigation that would prevent the closing (5.04), and they have no undisclosed brokers' fees (5.05) - Purchaser and Merger Sub represent they are validly existing corporations under Delaware law with full power and authority to execute the merger agreement[210](index=210&type=chunk)[211](index=211&type=chunk) - The representations confirm that consummating the merger will not violate Purchaser's or Merger Sub's organizational documents or any applicable laws in a way that would materially affect their ability to close[213](index=213&type=chunk) [Article VI: Covenants](index=59&type=section&id=ARTICLE%20VI%20COVENANTS) This article details the pre-closing and post-closing obligations of all parties, covering business conduct, tax matters, and indemnification [Sections 6.01-6.06: Pre-Closing Covenants](index=59&type=section&id=Section%206.01-6.06%20Pre-Closing%20Covenants) This section outlines the obligations of the parties during the interim period between signing and closing. The Company must conduct its business in the ordinary course (6.01), provide Purchaser with access to information (6.02), and not solicit other acquisition proposals (6.03). The Company is also required to obtain the necessary stockholder written consent within 24 hours (6.04). The parties agree on obtaining D&O runoff insurance policies (6.05) and restrict public announcements about the deal without mutual consent (6.06) - The Company is bound by a "no-shop" clause, preventing it from soliciting or negotiating alternative acquisition proposals[219](index=219&type=chunk) - The Company must obtain written consent from stockholders holding at least **95%** of the voting power of Preferred Stock and **95%** of the combined voting power within **24 hours** of signing[222](index=222&type=chunk) - The cost of a **six-year** D&O "runoff" insurance policy will be split **50/50** between the Company (as a Transaction Expense) and the Purchaser[223](index=223&type=chunk) [Sections 6.07-6.14: Tax, Employee, and Post-Closing Covenants](index=61&type=section&id=Section%206.07-6.14%20Tax%2C%20Employee%2C%20and%20Post-Closing%20Covenants) This part details various tax, employee, and post-closing obligations. Transfer taxes are to be split equally between Equityholders and Purchaser (6.07). Detailed procedures are set for preparing and filing pre-closing and straddle-period tax returns, and for managing tax contests (6.08). The agreement notes that Purchaser has obtained a Representations & Warranties (R&W) insurance policy (6.09). The Company must terminate its 401(k) plan before closing (6.10) and seek stockholder approval to avoid penalties on "parachute payments" under Section 280G (6.11). The agreement also provides for six years of D&O indemnification (6.12) - Transfer taxes are shared equally, while any indirect capital gains taxes related to the Indian Subsidiary are borne solely by the Equityholders[225](index=225&type=chunk) - The agreement establishes a clear process for handling tax matters, with the Equityholder Representative preparing pre-closing income tax returns and Purchaser handling others, subject to mutual review[229](index=229&type=chunk)[230](index=230&type=chunk) - The Company must solicit a stockholder vote to approve any potential "parachute payments" under IRC Section 280G to avoid adverse tax consequences for both the executives and the company[240](index=240&type=chunk) [Article VII: Conditions to Closing](index=66&type=section&id=ARTICLE%20VII%20CONDITIONS%20TO%20CLOSING) This article specifies the conditions that must be satisfied or waived by the parties for the merger to successfully close [Sections 7.01-7.04: Closing Conditions](index=66&type=section&id=Section%207.01-7.04%20Closing%20Conditions) This article specifies the conditions that must be satisfied or waived for the merger to close. A mutual condition is that no law or order prohibits the transaction (7.01). Conditions for the Purchaser to close include the accuracy of the Company's representations and warranties, the Company's compliance with its covenants, the absence of a Material Adverse Effect, and the delivery of all required documents (7.02). Conditions for the Company to close include the accuracy of the Purchaser's representations and warranties and its compliance with covenants (7.03) - A key condition for the Purchaser is that the Company's representations and warranties remain true and correct, particularly the "Company Fundamental Representations"[247](index=247&type=chunk) - The closing is contingent on no Material Adverse Effect having occurred with respect to the Company since the agreement date[249](index=249&type=chunk) - Another condition for the Purchaser is that no stockholders have exercised their statutory appraisal rights under DGCL Section 262[248](index=248&type=chunk) [Article VIII: Indemnification](index=68&type=section&id=ARTICLE%20VIII%20INDEMNIFICATION) This article establishes the post-closing indemnification framework, including survival periods, limitations, and claim procedures [Sections 8.01-8.04: Indemnification Framework and Limitations](index=68&type=section&id=Section%208.01-8.04%20Indemnification%20Framework%20and%20Limitations) This section establishes the post-closing indemnification framework. General representations and warranties do not survive the closing, but "Fundamental Representations" survive for six years, and claims for Fraud survive indefinitely (8.01). Equityholders severally (not jointly) indemnify the Purchaser for breaches of Fundamental Representations and for pre-closing taxes (8.02). The Purchaser provides a reciprocal indemnity for its own breaches (8.03). Liability for Equityholders is capped at the total Purchase Price received by them (8.04) - General representations and warranties do not survive closing, meaning the R&W insurance policy is the primary recourse for breaches of these. Fundamental Representations survive for **six years**, allowing for direct claims against Equityholders[253](index=253&type=chunk) - Equityholders' indemnification obligations are several, based on their pro-rata share of the merger consideration, not joint[256](index=256&type=chunk) - The maximum aggregate liability for the Equityholders for indemnifiable damages is capped at the Purchase Price[258](index=258&type=chunk) [Sections 8.05-8.11: Indemnification Procedures and Remedies](index=71&type=section&id=Section%208.05-8.11%20Indemnification%20Procedures%20and%20Remedies) These sections detail the procedures for handling indemnification claims. It distinguishes between third-party claims (8.05) and inter-party claims (8.06), setting out notice periods and rights to control the defense. A key provision is the order of recovery (8.07), which dictates that for breaches of representations, the Purchaser must first seek recovery from the R&W Policy before making a claim against the Equityholders. The article establishes indemnification as the exclusive remedy for breaches, except in cases of Fraud (8.08), and prohibits subrogation claims by Equityholders against the Surviving Corporation (8.09) - For breaches of representations covered by the R&W Policy, the Purchaser must first recover from the insurer. Direct claims against Equityholders are secondary[271](index=271&type=chunk)[273](index=273&type=chunk) - Indemnification is the sole and exclusive remedy for all claims arising from the agreement, with the significant exception of claims based on Fraud[278](index=278&type=chunk) - Equityholders are prohibited from seeking subrogation or contribution from the Surviving Corporation for any amounts they pay out in indemnification, preventing circular recovery[279](index=279&type=chunk)[280](index=280&type=chunk) [Article IX: Termination](index=75&type=section&id=ARTICLE%20IX%20TERMINATION) This article defines the conditions under which the merger agreement can be terminated prior to closing and the effects of such termination [Sections 9.01-9.02: Termination Rights and Effects](index=75&type=section&id=Section%209.01-9.02%20Termination%20Rights%20and%20Effects) This article outlines the conditions under which the merger agreement can be terminated prior to closing. Termination is permitted by mutual written consent, or by either party in the event of a material breach by the other that is not cured, or if closing conditions are not met within 30 days of the agreement date. If terminated, the agreement becomes void, but neither party is relieved from liability for a willful breach or Fraud - The agreement can be terminated by either party if closing conditions are not fulfilled within **30 days** of the signing date[282](index=282&type=chunk)[283](index=283&type=chunk) - Upon termination, the agreement becomes void, but liability for any willful breach or Fraud prior to termination is preserved[284](index=284&type=chunk)[285](index=285&type=chunk) [Article X: Miscellaneous](index=76&type=section&id=ARTICLE%20X%20MISCELLANEOUS) This article contains general legal provisions governing the agreement, including the role of the Equityholder Representative and dispute resolution [Section 10.01: The Equityholder Representative](index=76&type=section&id=Section%2010.01%20The%20Equityholder%20Representative) This section formally appoints WT Representative LLC as the agent and attorney-in-fact for all Equityholders. The Representative is granted broad authority to act on behalf of Equityholders in all matters related to the agreement, including disputes, negotiations, and distribution of funds. The Representative is indemnified by the Equityholders and will use the $500,000 Representative Expense Amount to cover its costs - WT Representative LLC is irrevocably appointed to act on behalf of all Equityholders, and the Purchaser is entitled to deal exclusively with the Representative on all post-closing matters[286](index=286&type=chunk)[287](index=287&type=chunk) - The Representative will hold and use the **$500,000** Representative Expense Amount to cover its expenses and potential liabilities, with any remainder to be distributed to Equityholders later[291](index=291&type=chunk) [Sections 10.02-10.18: General Provisions](index=78&type=section&id=Section%2010.02-10.18%20General%20Provisions) This part contains standard legal clauses governing the agreement. Key provisions include specific performance rights to enforce the agreement (10.03), confirmation that the transaction documents constitute the entire agreement (10.04), and rules for notices (10.08). It establishes Delaware as the governing law and jurisdiction (10.13, 10.15) and includes a waiver of jury trial for any disputes (10.14). It also clarifies that Purchaser has conducted its own investigation and is not relying on any representations outside of the agreement (10.17) - The parties agree that irreparable damage would occur from a breach and are entitled to seek specific performance as a remedy[294](index=294&type=chunk) - The agreement is governed by the laws of the State of Delaware, and all parties submit to the exclusive jurisdiction of Delaware courts[304](index=304&type=chunk)[306](index=306&type=chunk) - All parties expressly waive their right to a trial by jury in any action related to the agreement[305](index=305&type=chunk) - Section 10.18 establishes that legal communications between the Company and its counsel (Retained Counsel) regarding the transaction are privileged to the Equityholders, not the Surviving Corporation, post-closing[310](index=310&type=chunk)[311](index=311&type=chunk) [Schedules & Exhibits](index=5&type=section&id=Schedules%20%26%20Exhibits) This section lists the supplementary schedules and exhibits that provide detailed information and ancillary legal documents for the merger agreement [Schedules](index=6&type=section&id=Schedules) The agreement references several schedules that contain detailed information supporting the representations and warranties made in the main body. These include lists of liens to be released, indebtedness to be repaid, key stockholders, transaction expenses, required consents, and the working capital calculation methodology. These schedules are incorporated by reference and are critical for due diligence and closing - The schedules provide the specific, detailed data underlying the broader statements in the merger agreement, such as the exact amounts of indebtedness to be repaid at closing and the specific third-party consents required[6](index=6&type=chunk) [Exhibits](index=6&type=section&id=Exhibits) The agreement includes numerous exhibits that are forms of other legal documents required to execute the transaction. These ancillary documents must be signed by the relevant parties as a condition to closing. Key exhibits include the Support Agreement, Certificate of Merger, Paying Agent Agreement, R&W Policy, and various cancellation agreements for equity instruments - Key Stockholders are required to sign a Support Agreement (Exhibit A), committing to vote in favor of the merger and agreeing to certain restrictive covenants[6](index=6&type=chunk)[319](index=319&type=chunk) - The Paying Agent Agreement (Exhibit C) with Wilmington Trust outlines the agent's duties for distributing the merger consideration and processing Letters of Transmittal[6](index=6&type=chunk)[369](index=369&type=chunk) - The Representations and Warranties (R&W) Insurance Policy (Exhibit D) provides coverage to the Purchaser for breaches of the Company's representations, with a liability limit of **$8 million** and a retention of **$400,000**[6](index=6&type=chunk)[469](index=469&type=chunk)[472](index=472&type=chunk) - The Written Consent (Exhibit J) is the formal document through which stockholders approve the merger, waive appraisal rights, and terminate existing stockholder agreements[6](index=6&type=chunk)[773](index=773&type=chunk)

FolioSpace gives AppFolio property management customers new ways to deliver exceptional value and experiences to their residents AppFolio acquires LiveEasy to integrate convenient moving and home services into FolioSpace SANTA BARBARA, Calif., Oct. 23, 2024 (GLOBE NEWSWIRE) -- AppFolio (NASDAQ: APPF), the technology leader powering the future of the real estate industry, today unveiled FolioSpace™, a next-generation resident experience that redefines how property managers and renters connect throughout the ...

AppFolio (APPF) closed the latest trading day at $226.53, indicating a +0.11% change from the previous session's end. The stock fell short of the S&P 500, which registered a gain of 0.77% for the day. Meanwhile, the Dow experienced a rise of 0.47%, and the technology-dominated Nasdaq saw an increase of 0.87%.The property management software maker's shares have seen an increase of 0.19% over the last month, not keeping up with the Computer and Technology sector's gain of 6.36% and the S&P 500's gain of 4.87% ...

AppFolio (APPF) closed at $223.31 in the latest trading session, marking a -1.68% move from the prior day. The stock's change was less than the S&P 500's daily loss of 0.96%. Elsewhere, the Dow lost 0.94%, while the tech-heavy Nasdaq lost 1.18%.The the stock of property management software maker has risen by 1.88% in the past month, lagging the Computer and Technology sector's gain of 7.35% and the S&P 500's gain of 4.3%.Analysts and investors alike will be keeping a close eye on the performance of AppFolio ...

The most recent trading session ended with AppFolio (APPF) standing at $235.40, reflecting a +0.37% shift from the previouse trading day's closing. The stock's performance was behind the S&P 500's daily gain of 0.42%. Meanwhile, the Dow experienced a rise of 0.04%, and the technology-dominated Nasdaq saw an increase of 0.38%.Coming into today, shares of the property management software maker had gained 1.1% in the past month. In that same time, the Computer and Technology sector gained 1.78%, while the S&P ...

SAN DIEGO, Sept. 26, 2024 (GLOBE NEWSWIRE) -- AppFolio (NASDAQ: APPF), the technology leader powering the future of the real estate industry, today announced the speaker line-up for FUTURE: The Real Estate Conference by AppFolio. The event will convene real estate professionals, speakers, technologists, and industry leaders for three days of innovation from October 28-30, 2024 in San Diego, CA. New York Times #1 Best-Selling Author Daniel Pink and Three-Time Olympic Gold Medalist Kerri Walsh Jennings will d ...

The Computer and Technology group has plenty of great stocks, but investors should always be looking for companies that are outperforming their peers. AppFolio (APPF) is a stock that can certainly grab the attention of many investors, but do its recent returns compare favorably to the sector as a whole? By taking a look at the stock's year-to-date performance in comparison to its Computer and Technology peers, we might be able to answer that question.AppFolio is one of 616 individual stocks in the Computer ...

AppFolio (APPF) closed the latest trading day at $236.19, indicating a +1.03% change from the previous session's end. The stock outperformed the S&P 500, which registered a daily gain of 0.28%. Meanwhile, the Dow experienced a rise of 0.15%, and the technology-dominated Nasdaq saw an increase of 0.15%.Heading into today, shares of the property management software maker had gained 1.89% over the past month, outpacing the Computer and Technology sector's loss of 0.02% and lagging the S&P 500's gain of 2% in t ...