Varonis shareholders would get $49.75 a share. The companies say the deal is expected to close in the first half of 2027, subject to shareholder and regulatory approvals.
Proofpoint, owned by Thoma Bravo, and Varonis Systems said on Thursday they have entered a definitive agreement under which Proofpoint will acquire Varonis in an all-cash deal valued at about $6.3 billion. Varonis shareholders would receive $49.75 per share, which the companies put at a 52% premium to Varonis’ $32.71 close on 22 June 2026, the last full trading day before initial sale rumors. The Varonis board unanimously approved the deal. Closing is expected in the first half of 2027, subject to Varonis shareholder approval and regulatory clearances. Thoma Bravo is providing committed equity financing and has secured debt commitments; Ontario Teachers’ Pension Plan has also agreed to invest in Proofpoint in connection with the deal. Until closing, the companies say they will keep operating separately. Reuters, via CNA, independently reported the $6.3 billion all-cash terms, the $49.75-a-share price and the first-half 2027 close target.
Sources: Proofpoint and Varonis · Reuters via CNA