Key Takeaways
- • Vista Equity Partners agreed to acquire Mindbody Inc. for approximately $1.9 billion in an all-cash transaction, valuing the company at $36.50 per share—a 68% premium to Friday's closing price.
- • Mindbody, a business management software provider for fitness studios, yoga boutiques, spas, and beauty salons, generated $182.6 million in revenue in 2017, approximately three years after its June 2015 IPO.
- • The acquisition includes a 30-day go-shop period allowing Mindbody's board and advisers to solicit alternative offers before finalizing the transaction, expected to close in Q1 2019.
- • Vista's acquisition of Mindbody follows the firm's recent $1.94 billion cash purchase of Apptio Inc., reinforcing its strategy of consolidating software-as-a-service (SaaS) companies across verticals.
- • Financial advisers included Qatalyst Partners (Mindbody), Cooley LLP (Mindbody legal), and Kirkland & Ellis LLP (Vista legal).
Summary
Vista Equity Partners has agreed to acquire Mindbody Inc., a San Luis Obispo-based provider of business management software for the fitness, wellness, and beauty industries, in a transaction valued at approximately $1.9 billion in cash. Under the agreement announced in December 2018, Mindbody shareholders will receive $36.50 per share in cash, representing a substantial 68% premium to the company's closing stock price as of the Friday prior to announcement. The stock was trading at $36.30 before the opening bell on announcement day.
Mindbody, which completed its initial public offering in June 2015, has demonstrated consistent revenue growth since entering public markets. The company reported $182.6 million in revenue for 2017, serving a diversified customer base across fitness boutiques, spas, and beauty salons with integrated management and operational tools. The acquisition represents Vista's conviction in the software's market position and recurring revenue characteristics approximately three years into Mindbody's public tenure.
The transaction includes customary governance protections: a 30-day go-shop period permits Mindbody's board of directors and financial advisers to actively solicit and evaluate competing proposals, ensuring shareholder value optimization. The deal has received board approval and is projected to close in the first quarter of 2019. Vista's legal counsel, Kirkland & Ellis LLP, and Mindbody's advisers, Qatalyst Partners (financial) and Cooley LLP (legal), facilitated the transaction.
The acquisition aligns with Vista's stated portfolio strategy of consolidating software companies across enterprise and vertical-specific solutions. The firm completed the $1.94 billion acquisition of Apptio Inc., a cloud-based software platform, in the preceding month, signaling accelerated deployment of capital in the SaaS sector and continued confidence in software-enabled business models serving managed service verticals.
Mindbody, which completed its initial public offering in June 2015, has demonstrated consistent revenue growth since entering public markets. The company reported $182.6 million in revenue for 2017, serving a diversified customer base across fitness boutiques, spas, and beauty salons with integrated management and operational tools. The acquisition represents Vista's conviction in the software's market position and recurring revenue characteristics approximately three years into Mindbody's public tenure.
The transaction includes customary governance protections: a 30-day go-shop period permits Mindbody's board of directors and financial advisers to actively solicit and evaluate competing proposals, ensuring shareholder value optimization. The deal has received board approval and is projected to close in the first quarter of 2019. Vista's legal counsel, Kirkland & Ellis LLP, and Mindbody's advisers, Qatalyst Partners (financial) and Cooley LLP (legal), facilitated the transaction.
The acquisition aligns with Vista's stated portfolio strategy of consolidating software companies across enterprise and vertical-specific solutions. The firm completed the $1.94 billion acquisition of Apptio Inc., a cloud-based software platform, in the preceding month, signaling accelerated deployment of capital in the SaaS sector and continued confidence in software-enabled business models serving managed service verticals.
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