- Board recommends all cash 620p offer
- Price pitched at 20% premium to prior close
- Bid ends tumultuous three years for Darktrace
It has certainly not been a dull time for shareholders in cybersecurity firm Darktrace (DARK) since it listed three years ago and now it looks like its short sojourn has come to an end after agreeing an all-cash offer from private equity outfit Thoma Bravo at 620p per share.
Having listed on the London Stock Exchange at 250p per share on 30 April initial excitement boosted the shares to almost £10 before accusations of financial skulduggery from a US hedge fund sent the shares to a low of 239p.
Ultimately big four auditing firm EY cleared Darktrace of any wrongdoing after reviewing its accounts and procedures, although the report was never made public on commercial sensitivity grounds.
It is not the first time Thoma Bravo has run the slide rule over Darktrace after rumours surfaced in 2023 the private equity firm was looking to make an offer, but the story went cold when Darktrace missed its own revenue projections.
Darktrace shares topped the mid-cap FTSE 250 index, jumping 20% to 617p suggesting investors believe the proposed offer will be successful.
WHAT ARE THE FINANCIAL TERMS?
The board is recommending shareholders accept an all-cash offer pitched at $7.75 per share roughly equivalent to 620p which represents a 20% premium to the prior closing price and is 44% higher than the three-month volume-weighted price of 429.0p.
The acquisition values Darktrace at approximately $5.3 billion which represents a multiple of 34 times trailing EBITDA (earnings before interest, tax, depreciation, and amortisation) of $146 million.
Thoma Bravo said it believes the acquisition will benefit Darktrace, its customers and the wider technology ecosystem. It has agreed to ‘engage proactively and collaboratively with the competent regulatory authorities and government stakeholders, recognising the specific importance of Darktrace's contribution to the technology ecosystem.’
Darktrace’s board said it has previously reviewed and rejected unsolicited offers from the bidder on the basis they did not fairly represent the value of the business.
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