Pros Holdings to be acquired by Thoma Bravo for $23.25 per share in cash

Pros Holdings (PRO) and Thoma Bravo announced that they have entered into a definitive agreement under which Pros will be acquired by Thoma Bravo in an all-cash transaction valuing PROS at approximately $1.4B. Under the terms of the agreement, Pros shareholders will receive $23.25 per share in cash, representing a premium of approximately 41.7% over Pros’ closing share price on September 19, the last full trading day prior to the transaction announcement, and a 53.2% premium to Pros’ volume weighted average share price over the 30-day period ending the same date. Upon completion of the transaction, Pros will become a private company with the benefit of Thoma Bravo’s operating capabilities, capital support and sector expertise. The transaction, which has been unanimously approved by the board of directors of Pros, is expected to close in the fourth quarter of 2025, subject to approval by Pros shareholders, the satisfaction of regulatory approvals and customary closing conditions. Upon closing of the transaction, Pros will be a private company, and its common stock will no longer be listed or traded on the New York Stock Exchange or any public exchange. The company will continue to be headquartered in Houston, Texas.