Private equity firm Turn/River Capital has agreed to acquire SolarWindsin, a provider of secure observability and IT management software, in a deal worth $4.4bn.
This move will transition SolarWinds from a public entity to a privately held company.
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The acquisition price of $18.50 per share cash represents a premium of roughly 35% over the volume-weighted average closing price of SolarWinds’ stock during the 90 trading days up to 6 February 2025.
The equity value of the go-private transaction is calculated at $3.16bn, according to Reuters.
Scheduled to close in the second quarter of 2025, the deal has garnered unanimous approval from the SolarWinds board of directors. It is contingent on regulatory approvals and other standard closing conditions.
Thoma Bravo and Silver Lake, who together own about 65% of SolarWinds’ outstanding voting securities, have consented to the transaction in writing.
Following the closure of the transaction, SolarWinds will delist from the New York Stock Exchange. It will continue its operations as a private entity, maintaining its brand and headquarters in Austin, Texas.
Turn/River Capital founder and managing partner Dominic Ang said: “SolarWinds is a global leader in software that helps a wide range of businesses securely manage and optimize their systems, networks, and IT infrastructure. Their deep commitment to understanding and solving customer needs has led to decades of innovation, impact, and consistent growth.
“We are incredibly excited to partner with SolarWinds. By pairing our team of software operators and investors with their relentless focus on customer success, together we aim to accelerate growth and further innovation.”
Goldman Sachs & Co. served as the primary financial advisor to SolarWinds, with additional advisory services provided by Jefferies.
DLA Piper LLP (US) was the legal advisor for SolarWinds.
Turn/River was advised by J.P. Morgan, Barclays, Santander, and RBC Capital Markets for financial matters, while Kirkland & Ellis LLP offered legal counsel.
SolarWinds president and CEO Sudhakar Ramakrishna said: “We now look forward to partnering with Turn/River to deliver operational resilience solutions for our customers on our SolarWinds Platform, leveraging our premier observability, monitoring, and service desk solutions.”
