Zuora, Inc., a leader in monetization solutions for modern businesses, has announced a definitive agreement to be acquired by Silver Lake, a global leader in technology investing, in partnership with GIC Pte. Ltd. The transaction is valued at $1.7 billion and will transition Zuora into a privately held company upon completion.

Acquisition Details
Under the agreement, Silver Lake and GIC will acquire all outstanding shares of Zuora common stock for $10.00 per share in cash, representing an 18% premium over Zuora's unaffected closing stock price. This acquisition has been unanimously approved by a Special Committee of independent directors and recommended for approval by the Zuora Board of Directors.

• Transaction Highlights:
  • Purchase Price: $10.00 per share in cash.
  • Premium: 18% over the closing stock price; 20% enterprise value premium.
  • Approval: Unanimous support from the Special Committee and Zuora Board.

Leadership Insights
Tien Tzuo, Zuora's Founder, CEO, and Chairman of the Board, expressed optimism about the acquisition, stating that it represents an opportunity to enhance Zuora's monetization suite and continue leading in the marketplace with the support of Silver Lake and GIC.

Jason Pressman, Chair of the Special Committee, highlighted that the agreement follows a comprehensive review of potential strategic alternatives aimed at maximizing value for Zuora stockholders.

Strategic Importance
Joe Osnoss and Mike Widmann from Silver Lake noted that this investment underscores their confidence in Zuora's leadership in monetization solutions, particularly in the growing Subscription Economy. GIC's Choo Yong Cheen echoed this sentiment, emphasizing Zuora’s position for continued market leadership due to its best-in-class software.

Transaction Timeline and Conditions
The transaction is expected to close in the first calendar quarter of 2025, pending customary closing conditions, regulatory approvals, and stockholder votes. The acquisition will not be subject to financing conditions.

• Key Conditions:
  • Approval from a majority of the voting power of outstanding capital held by unaffiliated holders.
  • Majority approval from Class A and Class B common stockholders.

Upon completion, Zuora’s common stock will no longer be listed on public exchanges, and Tien Tzuo will remain at the helm as CEO, focusing on long-term success for the company, which will continue to operate from its headquarters in Redwood City.

Advisors
Qatalyst Partners is serving as the exclusive financial advisor to the Special Committee, while Foros advises Zuora. Legal representation includes Goodwin Procter LLP for the Special Committee, Freshfields US LLP for Zuora, Simpson Thacher & Bartlett LLP for Silver Lake, and Dechert LLP for GIC.