SolarWinds shareholders will receive $18.50 per share in cash, amounting to a total enterprise value of $4.4 billion; the company will transition to private ownership upon completing the acquisition.

AUSTIN, Texas--(BUSINESS WIRE)--SolarWinds Corporation (NYSE:SWI) has announced that it has entered into a definitive agreement to be acquired by Turn/River Capital in an all-cash transaction valued at $4.4 billion, equating to $18.50 per share. This price reflects a premium of approximately 35% over the average closing price of SolarWinds stock for the 90 trading days leading up to February 6, 2025.

“We have built a great track record of helping customers accelerate business transformations through simple, powerful, secure solutions designed for hybrid and multi-cloud environments. 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,” said Sudhakar Ramakrishna, President and CEO of SolarWinds.

Ramakrishna added, “This successful transaction and exciting partnership are testaments to our employees’ outstanding work of building exceptional solutions and delivering great customer success. We are confident that Turn/River’s expertise and growth orientation will help us ensure SolarWinds continues to deliver value for customers and stakeholders.”

Dominic Ang, Founder and Managing Partner of Turn/River Capital, remarked, “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 commitment to understanding and solving customer needs has led to decades of consistent growth. We are excited to partner with SolarWinds.”

The transaction has received unanimous approval from SolarWinds’ Board of Directors and is expected to close in the second quarter of 2025, pending regulatory approvals and customary closing conditions. SolarWinds’ majority shareholders—Thoma Bravo and Silver Lake—who own about 65% of the outstanding voting securities, have also approved the transaction, eliminating the need for further shareholder approval.

After the transaction closes, SolarWinds’ common stock will no longer be traded on the New York Stock Exchange, and the company will operate as a privately held entity while retaining its name and headquarters in Austin, Texas.

Goldman Sachs & Co. LLC is acting as the lead financial advisor to SolarWinds, while Jefferies LLC and DLA Piper LLP (US) are also advising the company. Turn/River is advised by J.P. Morgan, Barclays, Santander, RBC Capital Markets, and Kirkland & Ellis LLP.

Note that the planned conference call for discussing financial results for the fourth quarter and full year 2024, scheduled for February 11, 2025, has been canceled due to the pending transaction. The company aims to report its financial results by February 14, 2025.