SolarWinds to be acquired by Turn/River for USD $4.4bn

SolarWinds has announced a definitive agreement to be acquired by Turn/River Capital in an all-cash deal valuing the company at approximately USD $4.4 billion.

The acquisition deal offers SolarWinds shareholders USD $18.50 per share, representing a premium of approximately 35% over the 90-day volume-weighted average closing price of SolarWinds' stock as of February 6, 2025. The company will become privately held upon completion of the transaction.

Sudhakar Ramakrishna, President and Chief Executive Officer of SolarWinds, expressed optimism about the impending partnership with Turn/River Capital. He stated, "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."

Ramakrishna further acknowledged the contributions of the company's employees in the development of SolarWinds' products and services, saying, "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 drive innovation and deliver even greater value for customers and stakeholders."

Dominic Ang, Founder and Managing Partner of Turn/River Capital, highlighted SolarWinds' position in the software industry, stating, "SolarWinds is a global leader in software that helps a wide range of businesses securely manage and optimise their systems, networks, and IT infrastructure. Their deep commitment to understanding and solving customer needs has led to decades of innovation, impact, and consistent growth." He added that Turn/River Capital is "incredibly excited to partner with SolarWinds," expressing intentions to pair their team with SolarWinds' focus on customer success to "accelerate growth and further innovation."

The deal has received unanimous approval from SolarWinds' Board of Directors. In addition, it has been consented to by Thoma Bravo and Silver Lake, SolarWinds' majority shareholders, who together hold approximately 65% of the company's voting securities. With the majority shareholder approval achieved, no further shareholder consent is necessary.

Following the completion of the transaction, SolarWinds will be delisted from the New York Stock Exchange and will operate as a privately held entity under its existing name and brand from its headquarters in Austin, Texas.

The advisors for the transaction included Goldman Sachs & Co. LLC and Jefferies LLC, serving as financial advisors to SolarWinds, and DLA Piper LLP (US) as the legal advisor. Turn/River Capital's financial advisors were J.P. Morgan, Barclays, Santander, and RBC Capital Markets, with Kirkland & Ellis LLP providing legal counsel.

SolarWinds has announced it will no longer hold its previously scheduled conference call to discuss its financial results for the fourth quarter and full year of 2024 owing to the acquisition. The company plans to release its financial results by February 14, 2025.