Siemens acquires Brightly in $1.6bn transaction

BY Fraser Tennant

In its latest move to broaden its software credentials, German engineering group Siemens – through its Smart Infrastructure (SI) business – is to acquire US-based software-as-a-service (SaaS) provider Brightly Software in a deal valued at $1.6bn.  

Once complete, the acquisition is expected to elevate Siemen’s to a leading position in the software market for buildings and built infrastructure by adding Brightly’s well-established cloud-based capabilities across key sectors, including education, public infrastructure, healthcare and manufacturing.

The transaction also accelerates the build-up of Siemens’ SaaS business and enables Siemens and Brightly together to deliver superior performance and sustainability.  

“This acquisition is another important step in our strategy as a focused technology company,” said Roland Busch, president and chief executive of Siemens AG. “By combining the real and digital worlds, we provide our customers with the technology required to drive their digital transformation to create the most sustainable and human-centric buildings.”

According to Siemens, it is estimated that 7 billion people will live in urban areas by 2050 – a trend which, when coupled with the urgency of tackling climate change, highlights the need for smart and sustainable communities and infrastructure.

“With digital transformation and sustainability high on agendas, coupled with a challenging regulatory environment, the need for connected assets and real-time asset data is driving greater demand for intelligent asset management solutions across the globe,” said Kevin Kemmerer, chief executive of Brightly. “We see an incredible opportunity to combine our knowledge and software with Siemens to accelerate the digitalisation and optimisation of the built environment. “

Headquartered in North Carolina, Brightly has around 800 employees serving around 12,000 customers, mainly across the US, Canada, the UK and Australia. The company has been owned by private equity firm Clearlake Capital since 2019.

The transaction is subject to regulatory approvals, with closing expected by the end of 2022.

Mr Kemmerer concluded: “Together, we have the experience to help clients across the world transform the performance of their assets and create safe, sustainable and thriving communities.”

News: Siemens to buy U.S. software company Brightly in $1.58 bln deal

PE consortium to acquire Zendesk for $10.2bn

BY Richard Summerfield

Zendesk Inc. has agreed to be acquired by an investor group led by leading global investment firms Permira and Hellman & Friedman LLC in an all-cash $10.2bn deal.

Under the terms of the agreement, Zendesk shareholders will receive $77.50 per share held, a premium of approximately 34 percent over Zendesk’s closing stock price on 23 June 2022, the last full trading day prior to the announcement of the deal.

Zendesk, founded in Copenhagen in 2007 and now headquartered in San Francisco, is a service-first CRM company that builds software designed to improve customer relationships. According to its website, the company operates in 160 countries and employs around 5,450 people globally.

“This is the start of a new chapter for Zendesk with partners that are aligned with the strength of our agile products and talented team, and are committed to providing the resources and expertise to continue our growth trajectory,” said Mikkel Svane, founder, chairman and chief executive of Zendesk. “With Hellman & Friedman and Permira’s support, we’ll continue to execute on our long-term strategy with our customers as our top priority, taking full advantage of the opportunity we see to help businesses navigate the ever changing expectations and demands of their customers.”

“Zendesk has reimagined customer service software and empowers businesses to transform how they communicate with their customers in an increasingly digital world,” said Ryan Lanpher, a partner at Permira. “We believe Zendesk is uniquely positioned to enable meaningful interactions and deliver compelling business outcomes across any channel.”

“We look forward to partnering with Zendesk’s management team and talented employees to help them accelerate product innovation and achieve their growth ambitions,” said Brian Ruder, a partner and co-head of technology at Permira.

“Over the past 15 years, Zendesk has revolutionized how companies serve their customers and has become a leading platform within the customer experience ecosystem,” said Tarim Wasim, a partner at Hellman & Friedman. “We deeply believe in the company’s growth opportunity as it continues to help businesses across the world delight their customers.”

“We see tremendous value in Zendesk’s platform and ability to grow at scale,” said Stephen Ensley, a partner at Hellman & Friedman. “Its intuitive yet powerful offering serves over 100,000 companies, ranging from the smallest businesses to the largest enterprises.”

Zendesk has been subject to considerable private equity interest this year. In February 2022, the company announced that it had rejected an unsolicited $17bn proposal from a consortium of private equity firms to acquire all of Zendesk’s outstanding shares in an all-cash transaction valued at $127-$132 per share. The offer was rebuffed by Zendesk as, according to a statement from the company’s board of directors, it “significantly undervalues the company and is not in the best interests of the company and its shareholders”.

News: Zendesk drama concludes with $10.2 billion private equity acquisition

Humana sells majority stake in hospice business in $3.4bn deal

BY Fraser Tennant

In a transaction which gives it a strategic minority interest, US health insurance company Humana Inc. is to sell a majority stake in the hospice and personal care divisions of its Kindred at Home (KAH) unit to private investment firm Clayton, Dubilier & Rice (CD&R).

Under the terms of the definitive agreement, Humana will divest a 60 percent interest in KAH Hospice and receive cash proceeds of approximately $2.8bn, reflecting an enterprise valuation of $3.4bn. Humana intends to use proceeds from the transaction for the repayment of debt and share repurchases.

Upon closing of the transaction, Humana’s hospice and personal care divisions will be restructured into a standalone operation. These divisions include patient-centred services for hospice, palliative, community and personal care. The company had previously indicated its intent to divest a majority stake in these non-core businesses when it acquired the remaining interest in Kindred at Home in April 2021.

“While palliative and hospice services are important components in the continuum of care that Humana offers patients, we are confident that we can deliver desired patient outcomes and improved customer experiences through partnership models rather than fully owning KAH Hospice,” said Susan Diamond, chief financial officer of Humana. “We explored a broad range of alternatives and believe this transaction best allows Humana to divest majority ownership of these non-core businesses today, while still maintaining a strategic minority interest through our remaining stake.”

The transaction is expected to close in the third quarter of 2022 and is subject to customary state and federal regulatory approvals.

Ms Diamond continued: “With CD&R’s established physician relationships, value-based care expertise, and record of providing strategic capital to a wide range of businesses, we are certain that these divisions are well-positioned for success under the joint ownership of Humana and CD&R.”

A private investment firm with a strategy predicated on building stronger, more profitable businesses, since its inception CD&R has managed the investment of approximately $40bn in more than 100 companies with an aggregate transaction value of more than $175bn.

David Causby, president and chief executive of KAH’s hospice and personal care divisions, concluded: “We are excited by the new strategic partnership structure with Humana and look forward to working closely with CD&R to pursue growth that is centred on improved access, equity and quality of care across an expanded group of patients.”

News: Humana to sell majority stake in hospice business to CD&R for $2.8 billion

Blackstone acquires ACC in $12.8bn transaction

BY Fraser Tennant

In a transaction valued at $12.8bn, global investment business Blackstone Inc. is to acquire American Campus Communities (ACC), the largest developer, owner and manager of high-quality student housing communities in the US.

Under the terms of the definitive agreement, Blackstone will acquire all outstanding shares of common stock of ACC for $65.47 per fully diluted share in an all-cash transaction, including the assumption of debt.

ACC’s portfolio comprises 166 owned properties in 71 leading university markets, including Arizona State University, the University of Texas, Florida State University and the University of California, among many others. Moreover, ACC’s properties are high-quality, purpose-built student housing assets located within walking distance of their respective university campuses, with approximately 24 percent of ACC’s communities located on campus.

“Through our initial public offering (IPO), 18 years ago, we began our pioneering quest to transform the student housing sector into a mainstream, institutional asset class within the commercial real estate sector,” said Bill Bayless, co-founder and chief executive of American Campus Communities. “We have certainly accomplished that mission and are proud and excited to have our best-in-class company join Blackstone, the world’s largest alternative asset manager.”

A global leader in real estate investing, Blackstone’s real estate business was founded in 1991 and has $279bn of investor capital under management. The firm is the largest owner of commercial real estate globally, owning and operating assets across every major geography and sector, including logistics, residential, office, hospitality and retail.  

“ACC has a best-in-class portfolio and platform, built on longstanding relationships with some of the most distinguished and fastest growing universities in the country,” said Jacob Werner, co-head of Americas Acquisitions for Blackstone Real Estate. “Our capital will enable ACC to invest in its existing assets and create much-needed new housing in university markets.”

Unanimously approved by ACC’s board of directors and the independent special committee of ACC’s board, the transaction is expected to close in the third quarter of 2022, subject to approval by ACC’s shareholders and other customary closing conditions.

“This transaction represents the culmination of the passion and dedicated service of the ACC team to our student residents and university partners, while creating significant value for our shareholders,” concluded Mr Bayless. “Moving forward together, the combined synergies of our organisations will enable us to better serve our current and future residents and university partners.”

News: Blackstone to buy American Campus Communities for nearly $13 billion

KKR agrees Barracuda deal

BY Richard Summerfield

KKR & Co has agreed to acquire cyber security firm Barracuda Networks from its private equity owner Thoma Bravo. While no financial terms were disclosed, the transaction is believed to be worth around $4bn, including debt.

The deal, which is expected to close by the end of the year, subject to customary conditions, is the latest in the increasingly active cyber security space. Dealmaking in the market has intensified over the last two years as remote working became the norm following the outbreak of the coronavirus (COVID-19) pandemic. Russia’s invasion of Ukraine has also caused companies to redouble their efforts on the cyber security front amid a rise in cyber attacks.

Founded in 2003, Barracuda is a developer of cyber security solutions, including email protection, app and cloud defences, data management and network security. The company caters to approximately 200,000 customers worldwide across a variety of industries, including education, government, financial services, health care, retail, consumer goods and manufacturing. Barracuda tends to focus on small to medium-sized businesses.

Thoma Bravo acquired Barracuda in 2017 for $1.6bn. Since that time, the company has enjoyed growth of over $500m in revenue.

“We believe that with the support of KKR, we will continue to invest in growth and foster a culture that gives our team the resources and inspiration to continue to create and deliver the next generation of leading cybersecurity solutions for our customers and partners,” said Hatem Naguib, chief executive of Barracuda. “We are very appreciative of Thoma Bravo’s support and very excited to be working with KKR on this next phase of Barracuda’s journey.”

“We continue to see cybersecurity as a highly attractive sector and are excited to back a clear leader in the space,” said John Park, head of Americas technology private equity at KKR. “Given its proven track record of growth and innovation, we believe that Barracuda has the right team and model to capture business in this growing market.”

“Barracuda has built an impressive portfolio of solutions that are helping SMEs around the world protect their data and address critical security challenges,” said Bradley Brown, managing director at KKR. ”We see a tremendous opportunity for long-term growth as these businesses continue to invest more in cybersecurity and we look forward to helping Barracuda scale and deliver next generation products that meet this growing need.”

The investment in Barracuda builds upon KKR’s experience investing in the cyber security sector globally, with investments including Ping, Cylance, DarkTrace, ForgeRock, NetSPI and Optiv, among others.

News: KKR to buy cybersecurity firm Barracuda from Thoma Bravo in deal worth about $4 bln