Fenwick & West represented Imperva, Inc. (Nasdaq: IMPV), a leading global provider of best-in-class cybersecurity solutions on-premises, in the cloud and across hybrid environments, in its definitive agreement to be acquired and taken private by leading private equity technology investment firm Thoma Bravo, LLC. in an all-cash deal valued at $2.1 billion.
The merger agreement provides for a 45-day “go-shop” period, during which Imperva’s Board and advisors may actively solicit alternative acquisition proposals and enter into negotiations with other parties. Following the close of the transaction, Imperva will operate as a privately-held company with greater flexibility to focus on execution, to accelerate progress and to drive world-class profitable growth. The transaction is currently expected to close late in the fourth quarter of 2018 or early in the first quarter of 2019, subject to approval by Imperva’s stockholders and regulatory authorities and the satisfaction of customary closing conditions. More information regarding Imperva’s acquisition by Thoma Bravo can be obtained from the company announcement.
The Fenwick transaction team was led by corporate lawyers Dave Bell, Ken Myers, Bomi Lee, Brian Kelly, Zach Portnoy, Isabel da Roza and Lisa Richards; executive compensation lawyers Scott Spector, Elizabeth Gartland, Laura McIntyre and Ariel Gaknoki; technology transactions lawyers Jonathan Millard, Russell Wong, Ed Heffernan, Julia Chung, Emily Lippincott; antitrust lawyers Mark Ostrau and Ashley Walter; securities litigation lawyers Dean Kristy and Felix Lee; securities lawyer Jane Jiang; and tax lawyers Larissa Neumann and Ora Grinberg.