- SAP SE (NYSE: SAP) announced a deal to sell all of its 423 million shares of Qualtrics (NASDAQ: XM) as part of a $12.5 billion deal. These are the details.
SAP SE (NYSE: SAP) announced it has agreed to sell all of its 423 million shares of Qualtrics International Inc. (NASDAQ: XM) as part of the acquisition of Qualtrics by funds affiliated with Silver Lake (collectively, “Silver Lake”) as well as Canada Pension Plan Investment Board (CPP Investments).
At a purchase price of $18.15 in cash per share, the deal corresponds to a Qualtrics equity value of approximately $12.5 billion on a fully diluted basis – which represents a 73% premium over the 30-day average trading price prior to SAP’s announcement to explore a sale (about 62% premium relative to the unaffected closing price on January 25, 2023). SAP’s stake will be acquired for approximately $7.7 billion.
This agreement resulted from a process that was initiated on January 26 and identified the joint proposal by Silver Lake and CPP Investments as the most attractive. And the deal has been approved by the Qualtrics board, including a committee of independent directors, as well as the SAP Executive and Supervisory Boards.
Even though the transaction is subject to customary regulatory clearances and expected to close in the second half of 2023, SAP’s financial results for the first quarter, due April 21, are expected to present Qualtrics as a discontinued operation.
The number of companies and brands using Qualtrics software has risen from 10,000 at the time of SAP’s purchase to over 18,000 today.
Barclays acted as financial advisor to SAP on the transaction, Shearman & Sterling acted as SAP’s legal advisor.
“Silver Lake has both the operational expertise and the track record with software companies to help Qualtrics extend its leadership in the XM category it pioneered. Since we acquired Qualtrics in 2019 the company has more than tripled its revenue while delivering profitability. SAP intends to remain a close go-to-market and technology partner, servicing joint customers and continuing to contribute to Qualtrics’ success.”
- Christian Klein, CEO and Member of the Executive Board of SAP SE