Read this Times article on Dark30 Apr 2024 14:05
darktrace deal isn’t perfect but it seems sensible
(the times)
traders and investors have mourned darktrace’s take-private deal as a loss for london’s stock market as yet another technology company flees into the arms of an american private equity firm. this is certainly a change in tune, given that the market hasn’t been particularly forgiving towards the technology company during its short life on the london stock exchange.
darktrace, which specialises in artificial intelligence-powered cybersecurity and which counts the likes of kpmg and rolls-royce among its clients, was listed in 2021 amid a frenzy for new technology businesses. its shares jumped as high as 946p that year, but hit a nadir of 239p in early 2023.
thoma bravo’s offer of $7.75 per share, equivalent to 620p, places it at a 20 per cent premium to its closing price on april 25 and a 44 per cent premium to its volume-weighted average in the three months leading up to the offer.
frankly, shareholders are better off getting this investment out of london. the stock market is — rightly or not — spooked by darktrace’s connection to mike lynch, one of its early backers who is facing fraud charges in the united states over the sale of his autonomy software company to hewlett-packard. he denies all charges, but analysts continue to believe that his legacy is one of the main reasons darktrace trades at such a wide discount to its american peers.
the lynch case has stalked darktrace. its executive team includes several former autonomy staff, including poppy gustafsson, its boss, who worked in autonomy’s finance department from 2009 to 2011. it will not be lost on investors that the takeover would be beneficial for lynch, who together with his wife owns just under 7 per cent of the company, worth £290 million under the terms of the deal.
the shadow of lynch’s legacy has drawn the attention of several short-sellers over the past three years, not least from the shadowfall and *****essential capital management hedge funds. the latter’s questions about the accuracy of darktrace’s financial statements prompted the company to hire an independent auditor last year. ey gave it the all-clear, but reputational damage can be hard to shake off.
so long-term shareholders may agree that the london stock market is not the best home for darktrace. the real question then is: how opportunistic is thoma bravo’s offer?
a 20 per cent premium is decent and nothing to balk at, certainly not when in comparison with some of thoma bravo’s previous takeovers. when it bought sophos, the london-listed cybersecurity business, in 2020, it did so at a 37 per cent premium. it paid a 48 per cent premium for sailpoint, the american identity security company, in 2022, bought proofpoint, a cybersecurity and compliance player, at a 36 per cent premium in 2021 and mcafee for a 22 per cent premium, also in 2021.
that being said, darktrace was at such a wide discount to its american peers that e