Thoma Bravo Makes $2.6 Billion Offer to Take Bottomline Technologies Private

Source: Streetwise Reports   12/18/2021

Shares of Bottomline Technologies Inc. traded 15% higher after the company reported it agreed to be acquired by private equity firm Thoma Bravo for $57.00 per share in cash.

Cloud-enabled digital payments firm Bottomline Technologies Inc. (EPAY:NASDAQ), which provides financial technology solutions offering businesses simple and secure payment processing, today announced that “it has entered into a definitive agreement to be acquired by Thoma Bravo, a leading software investment firm, in an all-cash transaction that values Bottomline at approximately $2.6 billion.”

The agreement requires Thoma Bravo to pay Bottomline Technologies shareholders $57.00 per share in cash for each common share owned. The report noted that the $57 per share offering price is around 42% higher than “Bottomline’s unaffected closing stock price on October 19, 2021, the last full trading day prior to the announcement of the formation of the Bottomline Board of Directors’ Strategy Committee.”

Bottomline Technologies CEO Rob Eberle stated, “This transaction is an exciting next chapter for our company, our customers and our employees, and is a testament to the hard work and dedication of the entire Bottomline team…We have been executing against our strategy of establishing competitive advantage with a product set designed to transform business payments for companies and financial institutions around the world.”

“Our partnership with Thoma Bravo will provide additional resources and greater flexibility to build on our leadership position, invest in continued innovation and accelerate go-to-market efforts to deliver increased value to customers,” added Eberle.

Bottomline’s Chairman Joe Mullen remarked, “We are confident that this transaction with Thoma Bravo provides a compelling opportunity to deliver immediate and certain cash value at a meaningful premium to Bottomline shareholders, as well as significant long-term benefits for customers, channel partners and employees.”

Holden Spaht, a managing partner at Thoma Bravo commented that, “as the digital transformation of business accelerates, we see tremendous opportunity for Bottomline to continue capitalizing on its unique position, particularly in the large and growing B2B payments market and successfully deliver its diverse portfolio of products that intelligently digitize the way businesses pay and get paid…Bottomline is well positioned in exciting and dynamic markets and we look forward to applying our operational and investment expertise in software and financial technology to support Bottomline in its next phase of growth.”

Bottomline Technologies advised that the transaction, which has already been approved unanimously by its Board of Directors, is expected to close in Q2/22 subject to approval by Bottomline Technologies’ shareholders, ordinary closing conditions. The sale of the company will also require approvals under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 along with approval from the U.K.’s Financial Conduct Authority. After the purchase transaction is finalized, Bottomline will become a private company and its shares will no longer be listed on any public stock market.

Based in Portsmouth, N.H., Bottomline Technologies is a provider of digital cloud-based business payment, banking, fraud control and prevention and financial document processing solutions. The firm’s goal is to make

complex business payments simpler and secure. The company’s Software as a Service (SaaS) solutions help companies and banks handle both domestic and international payments and aid in cash management, payment processing and fraud detection and prevention.

Thoma Bravo is a software and technology focused private equity firm that had greater than $91 billion in assets under management as of September 30, 2021. The firm listed it has acquired more than 325 companies over the last 20 years with a combined enterprise value exceeding $155 billion. The firm has offices in San Francisco, Chicago and Miami and invests primarily in high-growth software and technology sector companies.

Bottomline Technologies has a market cap of around $2.2 billion with approximately 45.2 million shares outstanding and a short interest of about 3.1%. EPAY shares opened nearly 15% higher Friday at $56.21 (+$7.29, +14.90%) over yesterday’s $48.92 closing price and reached a new 52-week high price this morning of $56.40. The stock traded between $56.07 and $56.40 per share and closed for trading at $56.13 (+$7.21, +14.74%).

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