Qualtrics
International has received a bid to take the company private for $18.15 a share, in a deal that values the company at $12.4 billion.
The offer for Qualtrics (ticker: XM), from the private-equity firm Silver Lake and the Canadian Pension Plan Investment Board, is not a big surprise. The German enterprise software giant SAP (SAP) disclosed in January that it had hired Morgan Stanley to help find a buyer for its majority stake in Qualtrics, a Provo, Utah-based provider of customer and employee experience-management software. SAP holds about a 70% stake in Qualtrics, or about 61% of its fully diluted shares outstanding.
In early February, Silver Lake disclosed in a Securities and Exchange Commission filing that it planned to bid for Qualtrics. Silver Lake already holds about 13.9% of the company’s Class A shares, or about 4.1% of the company’s overall shares outstanding. SAP owns 100% of the company’s supervoting Class B shares, which carry 10 votes each.
SAP sold a minority stake in Qualtrics in a 2021 initial public offering that priced shares at $30 each. SAP had acquired Qualtrics for $8 billion in cash in 2019.
In a filing on Monday with the Securities and Exchange Commission disclosing the offer, Qualtrics said it has signed an agreement granting Silver Lake an exclusive right to negotiate a deal until March 15.
Qualtrics said in the filing that its board “will continue to carefully review and consider the Silver Lake proposal and pursue the course of action that it believes is in the best interests of all of the company’s stockholders.”
In a statement, Qualtrics said that the company is “committed to achieving the best outcome for our company and our shareholders, as we maintain our focus on delivering for our customers around the world.”
SAP said in a statement that it believes a sale of its Qualtrics stake could unlock value for both companies. “We have achieved significant synergies between the two businesses and SAP intends to remain a go-to-market and technology partner with Qualtrics, servicing its joint customers and contributing to its growth and category leadership,” the company said. “A final decision on a transaction, its conditions, and timing remains subject to negotiation of definitive terms,” approval by the SAP board and regulatory approvals.
Qualtrics stock on Monday was trading 2.3% higher, at $17.53. SAP American depositary receipts were up 2%, at $119.26.
Write to Eric J. Savitz at eric.savitz@barrons.com
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