Everbridge Enters Into Definitive Agreement to Be Acquired by Thoma Bravo for $1.8 Billion

New York – March 1, 2024 – Cooley advised Everbridge (listed as EVBG on Nasdaq), a global leader in critical event management and national public warning solutions, on its definitive agreement to be acquired by Thoma Bravo in an all-cash transaction. Lawyers Jamie Leigh, Kevin Cooper and Polina Demina led the Cooley team advising Everbridge.

On March 1, 2024, Everbridge announced an amended and restated agreement, in which the acquisition by Thoma Bravo was valued at $1.8 billion. Thoma Bravo increased the price at which it agreed to acquire all outstanding shares of Everbridge to $35 per share in cash ($6.40 higher per share than the original transaction price), representing a 62% premium to Everbridge’s 90-day volume-weighted share price as of February 2, 2024, the last trading day prior to the announcement of the original merger agreement.

The original merger agreement with Thoma Bravo, dated February 4, 2024, included a “go-shop” period, which permitted the Everbridge board and its advisers to actively initiate and solicit alternative acquisition proposals from certain third parties. In connection with the company’s “go-shop” activities, Everbridge and Thoma Bravo entered into the amended and restated merger agreement providing for the price of $35 per share, which was higher than the prices offered by any applicable third party in related “go shop” proposals.

Cooley has been advising Everbridge since 2014, including on its $103.5 million initial public offering in September 2016.

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