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Shearman Advises SAP SE in $12.5B Qualtrics Take-Private Deal

March 13, 2023 Allen Pusey

Business software giant SAP SE announced Monday that it had agreed to sell all its shares in Qualtrics, Inc. for $7.7 billion as part of a $12.5B deal to take the company private after barely two years as a publicly traded concern.

SAP’s controlling stake of more than 423 million shares in Qualtrics are being acquired in a deal jointly negotiated by Silver Lake Investors, a Silicon Valley investment firm, and the Canadian Pension Plan Investment Board.

Headquartered in Germany, SAP is advised on the transaction by Shearman & Sterling with a team that includes a sizable number of the firm’s Texas lawyers.

The Shearman team advising SAP was led from Menlo Park by partner Daniel Mitz but includes Texas-based partners Robert Cardone, Alain Dermarkar and Scott Cohen, as well as associate Kyle Park (all of Dallas).

Other lawyers include: Scott Petepiece (New York), Ben Gris (Washington, D.C.), Matthew Readings (London), Daniel Laguardia (San Francisco), Alan Goudiss (New York), Patrick Hein (San Francisco), Michael Dorf (San Francisco), , Doreen Lilienfeld, Larry Crouch (New York), Michael Steinberg (New York), JB Betker (New York), Sylvain Petit (Brussels) and Barbara Zylberg (New York).

Barclays acted as financial advisor to SAP.

Qualtrics announced its decision to return to private ownership in January, barely two years after SAP spun off the Provo, Utah company in a largely successful IPO.

The negotiated share price of $18.15 represents a 73 percent premium over the stock’s 30-day average prior to the Jan. 26 announcement that Qualtrics was intending to go private.

Qualtrics was formed in 2002 and had moved toward an IPO before SAP acquired Qualtrics in 2018 for $8 billion. Prior to Monday’s agreement, according to SEC documents, Silver Lake owned approximately 25 million shares of Qualtrics representing a 4.1 percent stake in the company.

Editors note: The headline in this story has been changed to reflect the full pricing of the deal, rather than the $7.7 billion portion of the transaction paid by SAP.

Allen Pusey

Allen Pusey is a senior editor and writer at The Texas Lawbook.

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