BMC Software Agrees to $6.9B Sale to Group Led by Bain, Golden Gate

BMC Software, an IT services and cloud computing provider, announced Monday it has signed a definitive agreement with four private equity investors who will pay $6.9 billion in cash to take the Houston-based company private.

Bain Capital and Golden Gate Capital lead the investor group, which includes GIC Special Investments and Insight Venture Partners. The investors will pay $46.25 per share for BMC, according to the agreement, which was approved by BMC’s board.

BMC Software (NASDAQ: BMC) reported revenue of $2.2 billion in 2012 and a net profit of $401 million. Slow growth over the past few years and a discontented major shareholder made the company a takeover candidate, and in October it hired bankers to manage its sale, according to media reports.

BMC Software has a market cap of $6.49 billion, and its stock closed Friday at $45.42.

“After a thorough review of strategic alternatives, the BMC board of directors is pleased to reach this agreement, which provides shareholders with immediate and substantial cash value, as well as a premium to our unaffected share price,” BMC chairman and CEO Bob Beauchamp said in a release. “BMC believes the opportunity to become a private company will provide additional flexibility and position us to invest more strategically to drive powerful innovation and deliver cutting edge customer solutions.”

The transaction is expected to close later this year, according to the release from BMC. It is subject to approval from BMC shareholders, regulatory approvals, and other customary closing conditions.

According to the release, there is no financing condition associated with the proposed acquisition. Credit Suisse, RBC Capital Markets, and Barclays have agreed to provide debt financing in connection with the transaction.

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