SailPoint Technologies Holdings, Inc. (NYSE: SAIL)
(“SailPoint”), the leader in enterprise identity security, today
announced that its stockholders voted to approve SailPoint’s
pending acquisition by Thoma Bravo, a leading software investment
firm, at SailPoint’s special meeting of stockholders held earlier
today.
The final voting results on the proposals voted on at the
special meeting will be set forth in a Form 8-K filed by SailPoint
with the U.S. Securities and Exchange Commission, after
certification by SailPoint’s inspector of elections.
As previously announced, under the terms of the merger
agreement, SailPoint stockholders will receive $65.25 in cash per
share of SailPoint common stock they own. The transaction is
currently expected to close in the second half of 2022, subject to
customary closing conditions, including the receipt of regulatory
approvals. Upon completion of the transaction, SailPoint’s shares
will no longer trade on the NYSE, and SailPoint will become a
private company.
About Thoma Bravo
Thoma Bravo is one of the largest private equity firms in the
world, with more than $114 billion in assets under management as of
March 31, 2022. The firm invests in growth-oriented, innovative
companies operating in the software and technology sectors.
Leveraging the firm’s deep sector expertise and proven strategic
and operational capabilities, Thoma Bravo collaborates with its
portfolio companies to implement operating best practices, drive
growth initiatives and make accretive acquisitions intended to
accelerate revenue and earnings. Over the past 20 years, the firm
has acquired or invested in more than 380 companies representing
over $190 billion in enterprise value. The firm has offices in
Chicago, Miami and San Francisco. For more information, visit
www.thomabravo.com.
About SailPoint
SailPoint is the leading provider of identity security for the
modern enterprise. Enterprise security starts and ends with
identities and their access, yet the ability to manage and secure
identities today has moved well beyond human capacity. Harnessing
the power of our deep expertise combined with machine learning, the
SailPoint Identity Security Platform delivers the right level of
access to the right identities and resources at the right
time—matching the scale, velocity, and environmental needs of
today’s cloud-oriented enterprise. SailPoint’s intelligent,
autonomous, and integrated solutions put identity security at the
core of digital business operations, enabling even the most complex
organizations across the globe to build a security foundation
capable of defending against today’s most pressing threats. More
information is available at www.sailpoint.com.
Cautionary Statement Regarding Forward-Looking
Statements
This press release may contain “forward-looking statements”
within the meaning of the federal securities laws, including
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These
forward-looking statements are based on SailPoint’s current
expectations, estimates and projections about the expected date of
closing of the proposed transaction and the potential benefits
thereof, its business and industry, management’s beliefs and
certain assumptions made by SailPoint and Thoma Bravo, all of which
are subject to change. In this context, forward-looking statements
often address expected future business and financial performance
and financial condition, and often contain words such as “expect,”
“anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “see,”
“will,” “may,” “would,” “might,” “potentially,” “estimate,”
“continue,” “expect,” “target,” similar expressions or the
negatives of these words or other comparable terminology that
convey uncertainty of future events or outcomes. All
forward-looking statements by their nature address matters that
involve risks and uncertainties, many of which are beyond our
control, and are not guarantees of future results, such as
statements about the consummation of the proposed transaction and
the anticipated benefits thereof. These and other forward-looking
statements, including the failure to consummate the proposed
transaction or to make or take any filing or other action required
to consummate the transaction on a timely matter or at all, are not
guarantees of future results and are subject to risks,
uncertainties and assumptions that could cause actual results to
differ materially from those expressed in any forward-looking
statements. Accordingly, there are or will be important factors
that could cause actual results to differ materially from those
indicated in such statements and, therefore, you should not place
undue reliance on any such statements and caution must be exercised
in relying on forward-looking statements. Important risk factors
that may cause such a difference include, but are not limited to:
(i) the completion of the proposed transaction on anticipated terms
and timing, including obtaining regulatory approvals, anticipated
tax treatment, unforeseen liabilities, future capital expenditures,
revenues, expenses, earnings, synergies, economic performance,
indebtedness, financial condition, losses, future prospects,
business and management strategies for the management, expansion
and growth of SailPoint’s business and other conditions to the
completion of the transaction; (ii) the impact of the COVID-19
pandemic on SailPoint’s business and general economic conditions;
(iii) SailPoint’s ability to implement its business strategy; (iv)
significant transaction costs associated with the proposed
transaction; (v) potential litigation relating to the proposed
transaction; (vi) the risk that disruptions from the proposed
transaction will harm SailPoint’s business, including current plans
and operations; (vii) the ability of SailPoint to retain and hire
key personnel; (viii) potential adverse reactions or changes to
business relationships resulting from the announcement or
completion of the proposed transaction; (ix) legislative,
regulatory and economic developments affecting SailPoint’s
business; (x) general economic and market developments and
conditions; (xi) the evolving legal, regulatory and tax regimes
under which SailPoint operates; (xii) potential business
uncertainty, including changes to existing business relationships,
during the pendency of the merger that could affect SailPoint’s
financial performance; (xiii) restrictions during the pendency of
the proposed transaction that may impact SailPoint’s ability to
pursue certain business opportunities or strategic transactions;
and (xiv) unpredictability and severity of catastrophic events,
including, but not limited to, acts of terrorism or outbreak of war
or hostilities, as well as SailPoint’s response to any of the
aforementioned factors. These risks, as well as other risks
associated with the proposed transaction, are more fully discussed
in the Definitive Proxy Statement filed with the SEC in connection
with the proposed transaction. While the list of factors presented
here and the list of factors presented in the Definitive Proxy
Statement are considered representative, no such list should be
considered to be a complete statement of all potential risks and
uncertainties. Unlisted factors may present significant additional
obstacles to the realization of forward looking statements.
Consequences of material differences in results as compared with
those anticipated in the forward-looking statements could include,
among other things, business disruption, operational problems,
financial loss, legal liability to third parties and similar risks,
any of which could have a material adverse effect on SailPoint’s
financial condition, results of operations, or liquidity. SailPoint
does not assume any obligation to publicly provide revisions or
updates to any forward-looking statements, whether as a result of
new information, future developments or otherwise, should
circumstances change, except as otherwise required by securities
and other applicable laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20220630005826/en/
Investor Relations ICR for SailPoint Brian Denyeau,
512-664-8916 investor@sailpoint.com Media Relations for
SailPoint Jessica Sutera VP, Corporate Marketing, 978-793-0085
Jessica.sutera@sailpoint.com Media Relations for Thoma Bravo
Megan Frank Thoma Bravo Communications mfrank@thomabravo.com (212)
731-4778 Abigail Farr FGS Global abigail.farr@fgsglobal.com (646)
957-2067
SailPoint Technologies (NYSE:SAIL)
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