Thoma Bravo to Take Imperva Private in $2.1 Billion Deal

(Bloomberg) -- Technology-focused buyout firm Thoma Bravo is taking security-software maker Imperva Inc. private in an all-cash deal valued at about $2.1 billion.

Imperva investors will get $55.75 per share, according to a statement from the company Wednesday -- a 30 percent premium over where the stock closed, at $43 apiece, in New York on Tuesday. The transaction is expected to close by early 2019 pending regulatory approval. The deal includes a 45-day go-shop period, during which Imperva can solicit other bids and negotiate with other potentially interested parties.

Imperva, based in Redwood Shores, California, supplies threat detection, breach prevention and other data-protection products for industries including health care, financial services and for the government. The company’s shares rose as much as 29 percent to $55.50 -- close to the offer price -- in trading Wednesday.

Thoma Bravo has grown rapidly in recent years as investors seek to increase their exposure to tech investments. The firm, which has offices in San Francisco and Chicago, is seeking about $10 billion for its 13th buyout fund, people with knowledge of the matter said in January. It closed its 12th fund on $7.6 billion in 2016.

“Digital transformations are occurring in virtually every industry and at accelerating speeds,” Chip Virnig, a partner at Thoma Bravo, said in the statement. “We believe Imperva’s market leading technology will continue to play a huge role in protecting the broader digital economy.”

Qatalyst Partners is Imperva’s financial adviser on the deal, with Fenwick & West LLP serving as legal adviser. Thoma Bravo’s legal adviser is Kirkland & Ellis LLP. Imperva first worked with Qatalyst on a strategic review in 2016, after it was targeted by activist investor Elliott Management Corp. Elliott still owns almost 5 percent of the company, according to data compiled by Bloomberg.

--With assistance from Kiel Porter.

To contact the reporter on this story: Elizabeth Fournier in New York at efournier5@bloomberg.net

To contact the editors responsible for this story: Aaron Kirchfeld at akirchfeld@bloomberg.net, Matthew Monks, Molly Schuetz

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