Thoma Bravo-owned cybersecurity company Proofpoint has agreed to acquire data security firm Varonis Systems in an all-cash transaction valued at approximately $6.3bn, according to Private Equity Wire. Under the agreement, Varonis shareholders will receive $49.75 per share, representing a 52% premium to the company’s closing share price on 22 June, before speculation about a potential sale emerged, according to Private Equity Wire.
Transaction terms and valuation
The offer values Varonis’ equity at $5.71bn, according to Private Equity Wire. The transaction is described as an all-cash deal valued at approximately $6.3bn, according to Private Equity Wire.
The per-share consideration is $49.75 for Varonis shareholders, according to the same report. The premium cited in the report is 52% to Varonis’ closing share price on 22 June, before speculation about a potential sale emerged.
Businesses and product focus
Miami-based Varonis provides data security services, including cloud data classification and employee behaviour monitoring, according to Private Equity Wire. Proofpoint develops software designed to protect businesses against cyberattacks, according to the report.
The transaction comes amid increasing corporate spending on cybersecurity, as businesses seek to protect sensitive data against cyberattacks and emerging AI-related threats, according to Private Equity Wire. Cybersecurity is widely known as a major area of technology investment as organizations respond to evolving threat activity.
Ownership, timing, and advisers
Thoma Bravo acquired Proofpoint in 2021 in a take-private transaction valued at approximately $12.3bn, according to Private Equity Wire. The acquisition of Varonis is expected to close in the first half of 2027, according to the report.
Goldman Sachs is advising Varonis, while Proofpoint’s advisers include BofA Securities, Morgan Stanley, JPMorgan, UBS and Mizuho Securities, according to Private Equity Wire.
