Windward has accepted a takeover offer worth £216 million from the fund group FTV VIII LP.
The company has agreed to be acquired by Octopus UK Bidco Ltd, the London-based subsidiary of fund group FTV VIII LP, which is operated by San Francisco-based growth equity firm FTV Management Co LP.
FTV VIII’s offer is for 215p per Windward share, worth around £216 million in total. This represents a 46% premium on Windward’s closing share price of 147.65p on 23 December 2024.
Windward’s independent directors have unanimously approved the deal, and will recommend shareholders vote in its favour at a general meeting that will take place no later than January 10.
FTV already has commitments from members of Windward’s management team whose collective stake in Windward is around 15%. FTV also noted the approval of Windward shareholders owning around 48% of Windward’s capital, bringing the total number of shares held by takeover supporters to around 55.5 million, or 63% of capital.
The deal is subject to shareholder approval. Windward and FTV anticipate the deal closing by the end of first-quarter 2025.
“The Fund team have an outstanding track record in supporting the scaling of founder-led software businesses globally and we believe that together we will be a significantly stronger organisation,” said Windward Chief Executive Officer Ami Daniel.
“For our customers, the additional investment will enable them to unlock far greater value from their data through our ambitious product roadmap, and for our employees, it provides increased job security and the confidence that we have the funding to drive forward together to achieve our potential.”
FTV Principal Jerome Hershey commented:
“The company’s attractive subscription revenue model demonstrates strong operating leverage and margin expansion. We look forward to partnering with the team to help drive their ambitious vision for product and geographic expansion and an exciting set of organic and inorganic growth initiatives.”
