==Coupa Software (COUP) to be acquired by Thoma Bravo for $81/share

 

Coupa Software to be acquired by Thoma Bravo for $81/share, enterprise value of $8 billion

• COUP announced that it has entered into a definitive agreement to be acquired by Thoma Bravo, a leading software investment firm. This is an all-cash transaction with an enterprise value of $8.0 billion. Upon completion of the transaction, Coupa will become a privately held company.
• The transaction includes a significant minority investment from a wholly owned subsidiary of the Abu Dhabi Investment Authority (ADIA). Under the terms of the agreement, Coupa shareholders will receive $81.00 per share in cash, which represents a 77% premium to Coupa's closing stock price on November 22, 2022, the last full trading day prior to media reports regarding a possible sale transaction involving the company. The transaction consideration also represents a premium of approximately 64% to the volume weighted average closing price of Coupa stock for the 30 trading days ending on November 22, 2022.
• The transaction, which was approved unanimously by the Coupa Board of Directors, is expected to close in the first half of 2023, subject to customary closing conditions, including approval by Coupa shareholders and the receipt of required regulatory approvals. The transaction is not subject to a financing condition.
• Upon completion of the transaction, Coupa's common stock will no longer be listed on any public market. The company will continue to operate under the Coupa name and brand.

Coupa Software beats by $0.05, beats on revs

• Reports Q3 (Oct) earnings of $0.15 per share, $0.05 better than the S&P Capital IQ Consensus of $0.10; revenues rose 17.0% year/year to $217.3 mln vs the $213.31 mln S&P Capital IQ Consensus.

=SailPoint (SAIL) to be acquired by Thoma Bravo for $6.9 bln

 

 SailPoint confirms agreement to be acquired by Thoma Bravo for $6.9 bln; stockholders to receive $65.25 per share in cash 

• The co has entered into a definitive agreement to be acquired by Thoma Bravo, a leading software investment firm, in an all-cash transaction that values SailPoint at approximately $6.9 billion. Subject to the terms of the Agreement, SailPoint stockholders will receive $65.25 per share in cash, representing a premium of 48% to SailPoint's 90-day volume-weighted average price (VWAP). Upon completion of the transaction, SailPoint will become a privately held company with the flexibility and resources to continue providing industry-leading identity security solutions to modern enterprises around the world. Additionally, SailPoint will benefit from the operating capabilities, capital support, and deep software expertise of Thoma Bravo.
• Transaction Details:  A Special Committee of the Board of Directors of SailPoint has unanimously recommended, and following that recommendation, the Board has unanimouslyapproved, the agreement with Thoma Bravo, and the Board unanimously recommends that SailPoint stockholders vote in favor of the transaction at the Special Meeting of Shareholders to be called in connection with the transaction. The agreement includes a "go-shop" period expiring at 11:59 p.m. Eastern time on May 16, 2022, which allows the Board and its advisors to actively initiate, solicit and consider alternative acquisition proposals from third parties. The Board will have the right to terminate the merger agreement to enter into a superior proposal subject to the terms and conditions of the merger agreement. There can be no assurance that this "go-shop" will result in a superior proposal, and SailPoint does not intend to disclose developments with respect to the solicitation process unless and until it determines such disclosure is appropriate or otherwise required. The transaction is expected to close in the second half of 2022.

-=Stamps.com (STMP) to be acquired by Thoma Bravo for $6.6 bln in cash

• Founded in 1996, Stamps.com provides Internet mailing and shipping solutions. The El Segundo, California company is an approved licensed vendor for the U.S. Postal Service. Customers, which include consumers, small businesses, and large enterprises, can print U.S. Postal Service postage for both domestic and international shipping. Individual users pay $17.99 a month and can ship items from anywhere as long as they have a ZIP Code.  

   

The sale to Thoma Bravo includes a 40-day go-shop, which expires on Aug. 18. This provision allows Stamps.com’s board and its advisors to actively seek out and consider alternative takeover offers from third parties. Go-shops, however, rarely result in a higher bid mainly because the parties lack time to conduct due diligence. 

The acquisition is the latest for Thoma Bravo, a software investor that is no stranger to big deals. In April, Thoma inked a $12.3 billion purchase of cybersecurity firm Proofpoint. The PE firm also completed that month its $10.2 billion acquisition of RealPage, a real estate software firm. In 2020, Thoma Bravo provided one of the biggest exits, when it sold Ellie Mae to the Intercontinental Exchange for $11 billion. The firm made four times its money on a holding of less than two years, Barron’s reported.

Stamps.com to be acquired by Thoma Bravo for $6.6 bln in cash, STMP shareholders to receive $330/share

• Under the terms of the agreement, Stamps.com stockholders will receive $330.00 per share in cash representing a premium of 67 percent over the Company's closing share price on July 8, 2021, the last full trading day prior to the transaction announcement. The premium is 71 percent over the Company's three-month volume-weighted average closing share price through July 8, 2021.
• Upon completion of the transaction, Stamps.com will become a private company with the flexibility and resources to continue to provide best-in-class global e-commerce technology solutions. Additionally, Stamps.com will benefit from the operating capabilities, capital support and deep sector expertise of Thoma Bravo -- one of the most experienced and successful software and technology investors in the world.
• The agreement includes a 40-day "go-shop" period expiring August 18, 2021 which allows the Board and its advisors to actively initiate, solicit and consider alternative acquisition proposals from third parties. The Board will have the right to terminate the merger agreement to enter into a superior proposal subject to the terms and conditions of the merger agreement. There can be no assurance that this "go-shop" will result in a superior proposal, and Stamps.com does not intend to disclose developments with respect to the solicitation process unless and until it determines such disclosure is appropriate or otherwise required.
• The transaction is expected to close in the third quarter of 2021, subject to customary closing conditions, including approval by Stamps.com stockholders and receipt of regulatory approvals. Upon closing of the transaction, the Company's common stock will no longer be listed on any public market. The Company will continue to be headquartered in El Segundo, California.

Proofpoint (PFPT) to be acquired by Thoma Bravo at $176.00/share

 

 

 

Proofpoint to be acquired by Thoma Bravo at $176.00/share in cash or ~$12.3 bln

The agreement includes a 45-day "go-shop" period expiring on June 9, 2021, which allows the Board and its advisors to actively initiate, solicit and consider alternative acquisition proposals from third parties. The Board will have the right to terminate the merger agreement to enter into a superior proposal subject to the terms and conditions of the merger agreement.

The transaction is expected to close in the third quarter of 2021, subject to customary closing conditions, including approval by Proofpoint shareholders and receipt of regulatory approvals. Upon closing of the transaction, Proofpoint's common stock will no longer be listed on any public market. The Company will continue to be headquartered in Sunnyvale, California.

Proofpoint beats by $0.09, beats on revs

Reports Q1 (Mar) earnings of $0.49 per share, excluding non-recurring items, $0.09 better than the S&P Capital IQ Consensus of $0.40; revenues rose 15.0% year/year to $287.3 mln vs the $281.63 mln S&P Capital IQ Consensus.

Billings: Total billings for the first quarter of 2021 were $276.7 million, an increase of 16%, compared to $238.0 million for the first quarter of 2020.

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RealPage (RP) to be acquired by Thoma Bravo for $88.75/share

• RealPage is a maker of software for managing rental properties.
• The acquisition is the biggest to date for Thoma Bravo, which manages more than $73 billion. It’s carved out a niche within the buyout industry, focusing on cloud software businesses that draw steady, recurring sales.

 

 

RealPage to be acquired by Thoma Bravo for $88.75/share in cash

Co announced it has entered into a definitive agreement to be acquired by Thoma Bravo, a leading private equity investment firm focused on the software and technology-enabled services sector, in an all-cash transaction that values RealPage at approximately $10.2 billion, including net debt.

Under the terms of the agreement, RealPage stockholders will receive $88.75 in cash per share of RealPage common stock upon closing of the transaction. The purchase price represents a premium of 30.8% over RealPage's closing stock price of $67.83 on December 18, 2020, a premium of 36.5% over RealPage's 30-day volume-weighted average share price through that date, and a premium of 27.8% over RealPage's all-time high closing stock price of $69.47 on December 7, 2020.

The RealPage Board of Directors has unanimously approved the agreement with Thoma Bravo and recommends that RealPage stockholders vote in favor of the transaction at the special meeting of RealPage stockholders to be called in connection with the transaction.

=Talend (TLND) reported earnings on Thur 14 Feb 2019 (a/h)

• Update Mar 15, 2021: Talend to be acquired by Thoma Bravo in a $2.4 billion deal.

Talend beats by $0.01, reports revs in-line; guides Q1 EPS below consensus, revs in-line; guides FY19 EPS below consensus, revs in-line

• Reports Q4 (Dec) loss of $0.13 per share, $0.01 better than the S&P Capital IQ Consensus of ($0.14); revenues rose 34.2% year/year to $55.7 mln vs the $55.75 mln S&P Capital IQ Consensus.
• Co achieved Annualized Recurring Revenue ("ARR") of $198.1 million for the period ended December 31, 2018, representing growth of 33% from December 31, 2017.
• Dollar-based Net Expansion Rate reached 120% on a constant currency basis 
• Co issues guidance for Q1, sees EPS of ($0.32)-($0.29) vs. ($0.15) S&P Capital IQ Consensus; sees Q1 revs of $56-$57 mln vs. $57.31 mln S&P Capital IQ Consensus.
• Co issues guidance for FY19, sees EPS of ($0.94)-($0.88) vs. ($0.51) S&P Capital IQ Consensus; sees FY19 revs of $248-$250 mln vs. $248.81 mln S&P Capital IQ Consensus.

=Ellie Mae (ELLI) to be acquired by Thoma Bravo for $99/share

• Update September 2020 : Intercontinental Exchange (ICE) acquired Ellie Mae from Thoma Bravo for approximately $11 billion. The company processes 35% of U.S. mortgage applications.

 

 

 

Ellie Mae to be acquired by Thoma Bravo for $99/share in cash, or approximately $3.7 bln
Under the terms of the agreement, Thoma Bravo will pay Ellie Mae shareholders $99 in cash per share, equal to a 47% premium over the 30-day average closing share price and 49 percent premium to the 60-day average closing price as of February 1, 2019. Ellie Mae is a cloud-based platform provider for the mortgage finance industry that was set up more than 20 years ago. Ellie Mae will remain headquartered in Pleasanton, California. The deal is expected to close in the second or third quarter. The agreement includes a 35 day "go-shop" period, under which Ellie Mae can seek superior bids. Shares have fallen 5.3% in the last 12 months, while the S&P 500 SPX, +0.07% has gained 2.0%.

-=Symantec Corp (SYMC) : co has been approached about an acquisition by Thoma Bravo

• Reuters notes that confidential sources indicated that there is no certainty that discussions between co and the private equity firm will lead to a deal.

(Reuters) - Private equity firm Thoma Bravo has approached Symantec Corp (SYMC) to express interest in acquiring the Norton antivirus software maker, people familiar with the matter told Reuters on Tuesday.

A deal could be the largest leveraged buyout this year, based on Symantec's market value of about $15 billion (11.47 billion pounds) and total debt of about $5 billion.

There is no certainty that the discussions between Thoma Bravo and Symantec will lead to a deal, the sources said, asking not to be identified because the matter is confidential.

Symantec declined to comment. Thoma Bravo did not immediately respond to a request for comment.

Symantec shares jumped as much as 18 percent after Reuters reported the approach, and were up $2.72 at $22.75 in early afternoon trade.

Private equity firms Bain Capital and Silver Lake are also investors in Symantec. They could choose to participate in the deal as equity investors, as opposed to cashing out, according to one of the sources.

Technology has been a rich playing field for private equity in the past few years, most notably with computer maker Dell Inc's almost $25 billion deal to go private in 2013.

Thoma Bravo has been seeking to rapidly consolidate the cybersecurity sector. Last month, it announced a $2.1 billion acquisition of Imperva Inc (IMPV), and on Monday it announced the acquisition of another cybersecurity firm called Veracode from Broadcom Inc (AVGO) for $950 million.

It has also done deals with Symantec in the past, acquiring its web certificates business last year for close to $1 billion.

Symantec became more focused on cybersecurity after it sold its Veritas storage unit for about $7.4 billion to private equity firm Carlyle Group LP (CG) in 2016.

-=Imperva (IMPV) to be acquired by Thoma Bravo for $55.75/share

Imperva is a cyber security software and services company which provides protection to enterprise data and application software. 
Headquarters: Redwood Shores, California
Revenue: 321.7 million USD (2017)
Number of employees: 1,000
imperva.com

Imperva to be acquired by Thoma Bravo for $55.75/share in cash, or approximately $2.1 bln; deal includes go-shop period 

• The transaction is currently expected to close late in the fourth quarter of 2018 or early in the first quarter of 2019, subject to approval by Imperva's stockholders and regulatory authorities and the satisfaction of customary closing conditions.
• The merger agreement provides for a 45-day "go-shop" period, during which Imperva's Board and advisors may actively solicit alternative acquisition proposals and enter into negotiations with other parties. During this period, Imperva will have the right to terminate the merger agreement to enter into a superior proposal subject to the terms and conditions of the merger agreement. There can be no assurance this 45-day "go-shop" period will result in a superior proposal.
• Prelim Q3 results: Co sees Non-GAAP EPS of $0.20-0.25 vs $0.14 S&P Capital IQ Consensus Estimate; revs $90-92 mln vs $87.97 mln S&P Capital IQ Consensus Estimate; billings of $103-105 mln

Barracuda Networks (CUDA) to be acquired by Thoma Bravo for $1.47 billion in cash

Update 4/12/22: KKR to acquire Barracuda Networks Inc. from Thoma Bravo; financial terms were not disclosed.

    

• Barracuda provides email protection tools and has been transitioning to cloud-based security from network hardware.
• Thoma Bravo in 2016 acquired Qlik Technologies, a data analytics software maker, for $3 billion.
• Thoma Bravo reportedly has kicked the tires at Impera as well as F5 Networks (FFIV), a maker of data center networking gear.

  

Nov 27 (Reuters) - Barracuda Networks Inc on Monday agreed to be taken private by buyout firm Thoma Bravo LLC for $1.47 billion in cash, four years after the data security firm went public.

The offer of $27.55 per share represents a premium of 16.3 percent to Barracuda's Friday close. The company's shares were trading at $27.51.

Barracuda, which manages data security of its customers over the cloud on a subscription basis, competes with Palo Alto Networks Inc, Proofpoint Inc and Symantec Corp .

Barracuda will operate as a privately-held company and continue to focus on email security and data protection services. The transaction is expected to close by the end of February.

Thoma Bravo, known for its investments in software and technology companies, has spent billions buying several listed companies such as Qlik Technologies, Riverbed Technology, SolarWinds and Compuware.

Morgan Stanley & Co LLC is Barracuda's financial adviser, while Goldman Sachs & Co LLC, Credit Suisse and UBS Investment Bank were advisers to Thoma Bravo.

Qlik (QLIK) acquired by private equity firm Thoma Bravo

Qlik (QLIK) was acquired by private equity firm Thoma Bravo LLC for about $3 billion. (June 2016)

   

Qlik’s shares were up 4 percent at $30.13 in midday trading on Thursday, slightly below the offer price of $30.50 per share.

The shares had risen 20 percent through Wednesday’s close since Elliott Management Corp. urged a sale in early March.

Qlik, which went public in 2010, focuses on creating applications that help businesses analyze and visualize data to help them cut costs.

The company’s flagship product, QlikView, allows customers to organize vast amounts of data in the form of reports, charts and infographics.

Brean Capital LLC analyst Yun Kim said the price indicated there was “very little interest” for self-service business intelligence (BI) assets.

Elliott, which disclosed an 8.8 percent stake in Qlik in March, had said the company was ripe for being taken over by a larger technology peer.

The hedge fund said later that month it increased its stake to about 10.8 percent. Elliott paid $23.50 per share on average, according to 13D Monitor, a research service that tracks 13D filings.

Qlik joins a growing list of companies such as Compuware Corp, Riverbed Technology Inc, Blue Coat Systems and Informatica that have been bought by private equity firms after Elliott started urging them to sell. Some of these companies were sold to Thoma Bravo.

SolarWinds (NYSE:SWI) agrees to be acquired in $4.5B deal

Update: In September 2018, SolarWinds filed for a public offering again, after three years of being owned by private equity firms. SolarWinds completed their public offering on October 19, 2018.

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• Austin software developer SolarWinds Inc. agreed to be bought by investment firms Thoma Bravo and Silver Lake Partners in a deal worth about $4.5 billion.
• The stock jumped 13% Oct. 9 when SolarWinds announced that it was reviewing strategic alternatives.
• California-based Silver Lake Partners also teamed with Michael Dell in a $24.9 billion leverage buyout of Dell Inc. in late 2013.