Coupa Software (NASDAQ: COUP), a key player focused on Business Spend Management (BSM), announced that it has entered into a definitive agreement “to be acquired by Thoma Bravo, a 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.”
Rob Bernshteyn, chairman and chief executive officer at Coupa, said:
“For more than a decade, we’ve been building an incredible Business Spend Management Community and have proudly cemented our position as the market-leading platform in our category. We’re looking forward to partnering with Thoma Bravo and accelerating our vision to digitally transform the Office of the CFO. While our ownership may change, our values do not. Every one of us at Coupa will continue to put our customers at the center of everything we do and help them maximize the value of every dollar they spend.”
Roger Siboni, Coupa’s lead independent director, remarked:
“This transaction is the result of a deliberate and thoughtful process that included engagement with both strategic and financial parties. The Board evaluated the transaction against the company’s standalone prospects in the current macroeconomic climate and determined that the compelling and certain cash consideration in the transaction provides superior risk-adjusted value relative to the Company’s standalone prospects. The Board is unanimous in its belief this transaction is the optimal path forward and in the best interest of our shareholders.”
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.”
For more details, check here.
