Thoma Bravo completes acquisition of Bottomline

By Edlyn Cardoza

Bottomline Technologies, a leading provider of financial technology that makes complex business payments simple, smart, and secure, recently announced the completion of its acquisition by Thoma Bravo, a leading software investment firm, in an all-cash transaction valued at approximately $2.6 billion. The transaction was previously announced on December 17, 2021, and approved by Bottomline stockholders at the Special Meeting of Stockholders held on March 8, 2022.

With the completion of the transaction, Bottomline is now positioned to capitalise on the many benefits this partnership is expected to bring to the Company and its stakeholders. The Bottomline team looks forward to leveraging Thoma Bravo’s operating capabilities, capital resources and technology industry expertise to expand further the reach and value proposition of its diverse portfolio of leading products that intelligently digitise the way businesses pay and get paid. The Company’s commitment to serving its customers remains unchanged, and it expects that, together with Thoma Bravo, it will have the enhanced flexibility and expertise to focus on what matters most – advancing the business, investing in continuous innovation, and developing new capabilities to deliver increased value for customers and growth for Bottomline.

Bottomline also announced the appointment of Craig Saks, an experienced, growth-oriented financial technology and payments industry executive, as Chief Executive Officer, effective immediately. Saks, previously named President, Bottomline, succeeds Rob Eberle, who is stepping down from his role as Chief Executive Officer. Eberle will remain with Bottomline in a strategic advisory role through the end of the Company’s current fiscal year to ensure a smooth transition.

“As a fintech and payments industry executive for the past 20 years, I have long admired Bottomline’s success and its ability to innovate ahead of the evolving B2B payments market,” said Craig Saks, CEO. “The future for Bottomline is bright, and I am honored to have the opportunity to lead the talented team that has built the Company into an industry leader. I look forward to working together with Thoma Bravo as we deliver on Bottomline’s commitment to remove complexity from business payments and processes for existing and future customers and channel partners around the world.”

“The completion of this transaction marks the beginning of an exciting new chapter for Bottomline,” said Eberle. “I am proud of the leadership position and product set we have developed over the last several years to transform business payments for companies and financial institutions globally. Our success is a testament to the Bottomline team, whose hard work and dedication have made our achievements possible. There are significant opportunities ahead for Bottomline in this dynamic and growing market, and I look forward to watching the Company’s success for years to come.”

“Under Rob’s leadership, Bottomline has delivered a track record of consistent innovation and growth and has risen to the forefront of the B2B payments market. On behalf of the entire Board, I thank him for his significant contributions,” said Joe Mullen, Chairman of the Bottomline Board. “Looking ahead, the Board and I are confident in Craig’s ability to lead the Company forward in partnership with Thoma Bravo.”

“We have tracked Bottomline’s growth and success for over a decade and are excited to partner with Craig and the talented management team at Bottomline to continue building on the Company’s position as a clear leader in the large and growing B2B payments automation market,” said Holden Spaht, a Managing Partner at Thoma Bravo. “We would also like to thank Rob for his many years of leadership in helping to build a very high quality and durable company with a strong culture that is well positioned for this next chapter of exciting growth.”

Brian Jaffee, a Partner at Thoma Bravo, added, “Bottomline has been way ahead of the curve on the digital transformation happening in B2B payments and we are excited to work closely with the Company to leverage our deep fintech and operational expertise to continue scaling the business as we invest behind this significant global trend.”

Under the terms of the merger 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. With the completion of the acquisition, Bottomline common stock has ceased trading and will no longer be listed on the Nasdaq stock market.

Deutsche Bank Securities Inc. served as exclusive financial advisor to Bottomline, and Skadden, Arps, Slate, Meagher & Flom LLP and Wilmer Cutler Pickering Hale and Dorr LLP served as legal advisors to Bottomline. Kirkland & Ellis LLP served as legal advisor, and BofA Securities, Inc. served as exclusive financial advisor to Thoma Bravo.