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Thoma Bravo buys cybersecurity vendor Proofpoint for $12.3B in cash

Moree M&A activity underway in the red-hot field of cybersecurity. In the latest development, private equity giant Thoma Bravo is buying Proofpoint, the SaaS security vendor, for $12.3 billion in cash.

Proofpoint is traded publicly on the Nasdaq exchange and as of its closing price on Friday, it had a market cap of $7.5 billion. This bid, which will see the company go private, is a big hike on its latest share price. The deal, if approved by shareholders, will close in Q3 of this year.

The news comes at the same time that Proofpoint had released its Q1 earnings, in which it reported revenues of $287.8 million, up 15% versus $249.8 million for the quarter a year ago — and also beating analysts’ expectations, which on average were expecting revenues of $281.6 million, according to Yahoo Finance data.

It also however reported a GAAP net loss of $45.3 million, working out to a loss per share of $0.79. That’s narrowed from a net loss of $66.8 million a year ago, but is still a net loss. Non-GAAP net income for the first quarter of 2021 was $31.5 million, or $0.49 per share, the company said.

The deal is coming in the wake of Proofpoint making a number of acquisitions over the years — its deals have included Cloudmark, Weblife, OberserveIT, and Meta Networks, all deals valued in the hundreds of millions of dollars — but also facing up against not only a growing pool of cybersecurity competitors, but also cyber threats — exacerbated in no small part by the huge shift the world has seen to cloud services, remote working and more transactions carried out online.

Proofpoint CEO Gary Steele said in a statement the acquisition to go private will allow the company to be “more agile with greater flexibility to continue investing in innovation, building on our leadership position and staying ahead of threat actors.”

Thoma Bravo, meanwhile, has been a significant acquirer of security businesses, so it will be worth watching how and if it leverages that in relation to this latest deal to acquire Proofpoint. Its acquisitions have included the likes of Sophos for $3.9 billion, a majority stake in LogRhythm, and paying $544 million for Imprivata — an asset it planned to exit last year reportedly for $2 billion until it called off the sale (it had been proceeding just as the Covid-19 pandemic was taking off). Alongside Silver Lake, Thoma Bravo tool SolarWinds private in a $4.5 billion deal before listing it again. It also attracted some controversy for selling shares just ahead of SolarWinds disclosing its major security breach but Thoma Bravo said it was unaware of the information at the time.

More to come.



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