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Thoma Bravo Merges HCSS with Nemetschek's Build & Construct Division

Thoma Bravo has agreed to merge its portfolio company HCSS with Nemetschek's Build & Construct division to form a global construction software platform, with the deal set to close in the second half o

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Thoma Bravo Announces Merger in Construction Tech Sector

Thoma Bravo has agreed to merge its portfolio company HCSS with the Build & Construct division of Germany’s Nemetschek Group, aiming to create a scaled global software platform for the construction sector. Under the agreement, Nemetschek will hold approximately 72% of the combined Build & Construct segment, while Thoma Bravo funds will retain a 28% minority stake, with the transaction expected to close in the second half of 2026 subject to regulatory approvals.

Details of the Merger

The deal combines HCSS, which specializes in heavy civil construction software, with existing Nemetschek brands including Bluebeam, GoCanvas, and Nevaris. HCSS has been owned by Thoma Bravo for four years, during which the firm has supported expansion of its product suite, such as core platforms HeavyBid and HeavyJob, and moves into adjacent sectors like utilities. According to Private Equity Wire, HCSS software is widely used across infrastructure projects in the US, with customers winning a significant share of bids in Department of Transportation markets.

Background on the Companies Involved

HCSS management stated the transaction marks a continuation of the company’s long-term growth strategy under Thoma Bravo ownership, while providing access to a broader global platform through Nemetschek’s construction software ecosystem. Thoma Bravo, which manages more than $183 billion in assets and has completed hundreds of software and technology transactions over the past two decades, described the combination as a rare opportunity to scale complementary businesses with strong product alignment. The enlarged platform is intended to offer an integrated suite of tools spanning the full construction lifecycle, from planning and design through to execution and field operations.

Expected Outcomes and Advisers

The combined business is expected to benefit from growing structural demand in construction technology, driven by factors such as infrastructure spending, energy transition investment, urban development, and modernization of ageing assets. The companies anticipate increased collaboration across office and field workflows, as well as accelerated development of artificial intelligence-enabled capabilities. Advisers on the transaction include Kirkland & Ellis, Deutsche Bank, Citi, and Centerview Partners for Thoma Bravo, with JPMorgan advising Nemetschek, according to Private Equity Wire.

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