Thoma Bravo’s $2.6 Billion Acquisition of Bottomline Technologies

Skadden, Arps, Slate, Meagher & Flom and Wilmer Cutler Pickering Hale and Dorr represented Bottomline, while Kirkland & Ellis represented Thoma Bravo in the transaction. Debevoise & Plimpton advised Deutsche Bank as financial advisor to Bottomline Technologies.

Bottomline Technologies, a leading provider of financial technology that makes complex business payments simple, smart and secure, has entered into a definitive agreement to be acquired by Thoma Bravo, a leading software investment firm, in an all-cash transaction that values Bottomline at approximately $2.6 billion. Upon completion of the transaction, Bottomline will become a privately held company.

Under the terms of the agreement, Bottomline shareholders will receive $57.00 per share in cash, which represents a premium of approximately 42% to Bottomline’s unaffected closing stock price on October 19, 2021, the last full trading day prior to the announcement of the formation of the Bottomline Board of Directors’ Strategy Committee, and a premium of approximately 41% to Bottomline’s 30-day volume weighted average price as of October 19, 2021.

Bottomline Technologies (Nasdaq: EPAY) makes complex business payments simple, smart, and secure. Corporations and banks rely on Bottomline for domestic and international payments, efficient cash management, automated workflows for payment processing and bill review, and fraud detection, behavioral analytics and regulatory compliance solutions.

Thoma Bravo is one of the largest private equity firms in the world, with more than $91 billion in assets under management as of September 30, 2021. The firm invests in growth-oriented, innovative companies operating in the software and technology sectors. 

Deutsche Bank Securities Inc. served as exclusive financial advisor to Bottomline. BofA Securities, Inc. served as exclusive financial advisor to Thoma Bravo.

The Skadden team included M&A partners Laura Knoll (Picture; Boston) and Graham Robinson (Boston), and associates Merric Kaufman (Boston) and Brittney Brescia (Houston); Intellectual Property and Technology partner Ken Kumayama (Palo Alto); Executive Compensation and Benefits counsel Timothy F. Nelson (Boston); Labor and Employment Law partner Karen Corman (Los Angeles); Antitrust/Competition partner Maria Raptis (New York); Banking partner Janine Jjingo (New York), Tax partner Moshe Spinowitz (Boston); and Real Estate partner Audrey Sokoloff (New York). Law clerk Parmeet Batra also assisted the team.

The Debevoise team was led by M&A partner Andrew Bab and included associate Tiancheng (TC) Huang.

Involved fees earner: Andrew Bab – Debevoise & Plimpton; Tiancheng Huang – Debevoise & Plimpton; Brittney Brescia – Skadden; Karen Corman – Skadden; Janine Jjingo – Skadden; Merric Kaufman – Skadden; Laura Knoll – Skadden; Ken Kumayama – Skadden; Timothy Nelson – Skadden; Maria Raptis – Skadden; Graham Robinson – Skadden; Audrey Sokoloff – Skadden; Moshe Spinowitz – Skadden;

Law Firms: Debevoise & Plimpton; Skadden;

Clients: Bottomline Technologies; Deutsche Bank;