
Thoma Bravo acquires Sophos in $3.9bn deal
US-based private equity firm Thoma Bravo has acquired security software and hardware company Sophos Group for 740 US cents per share.
The recommended cash offer represents a 37.1% premium on the unaffected share price of 425.5 pence per share on 11 October 2019.
Apax Partners, which has been a shareholder in the company since 2010, has agreed to sell its 10.15% stake, while the Sophos founders will sell their combined stake of 16.32%. The company directors have also undertaken to sell their own holdings amounting to 0.8% of existing issued ordinary share capital.
The company generated $54m in profit before tax from $711m in revenues in its most recent financial year, up from a $41m loss from $639m in the previous financial year.
At the time of publication, Sophos was trading at 579.2 pence per share, giving the company a market cap of £2.83bn.
Previous funding
3i provided £2.5m in replacement capital for Sophos in 1998. The minority stake was acquired from Oxford Seedcorn Capital. In 2002, TA Associates invested £41m for a minority stake. The deal saw 3i exit the company.
Investcorp acquired a 10% stake in the company in 2008 in a deal that saw Sophos purchase German cybersecurity business Utimaco Safeware in 2008. Prior to the buyout, Investcorp held a 24.99% stake in the Aachen-based company.
In 2010, Apax acquired a 70% stake in Sophos in a deal valued at £546m. TA Associates divested its minority stake in the deal.
Sophos achieved a valuation of £1bn when it listed on the London Stock Exchange in 2015. As part of the IPO, Apax retained a 40.1% stake in the company post-flotation, with the firm having the option to reduce this further through over-allotment. Before listing, Apax held 63.8% of the shares in Sophos through the GP's Apax Europe VII and VI funds, as well as Apax US VII. At 225 pence a share, the value of Apax's realisation in the offering was £189.67m. Investcorp's stake was reduced from 4% before the IPO to 2.5% following the flotation.
Company
Headquartered in Abingdon, Sophos employs 3,400 people. Founded in 1985, the company offers cybersecurity software and hardware around the world.
Advisers
Equity – Goldman Sachs (corporate finance); Kirkland & Ellis International (legal).
Company – JP Morgan Cazenove (corporate finance); Lazard (corporate finance); UBS (corporate finance); Slaughter and May (legal).
Latest News
Stonehage Fleming raises USD 130m for largest fund to date, eyes 2024 programme
Multi-family office has seen strong appetite, with investor base growing since 2016 to more than 90 family offices, Meiping Yap told Unquote
Permira to take Ergomed private for GBP 703m
Sponsor deploys Permira VIII to ride new wave of take-privates; Blackstone commits GBP 200m in financing for UK-based CRO
Partners Group to release IMs for Civica sale in mid-September
Sponsor acquired the public software group in July 2017 via the same-year vintage Partners Group Global Value 2017
Change of mind: Sponsors take to de-listing their own assets
EQT and Cinven seen as bellweather for funds to reassess options for listed assets trading underwater