As part of the acquisition of Qualtrics by funds connected to Silver Lake (collectively, "Silver Lake") and the Canada Pension Plan Investment Board, SAP SE (NYSE: SAP) today announced that it has decided to sell all 423 million of its shares of Qualtrics International Inc. (CPP Investments).

 

At a purchase price of US$18.15 in cash per share, the transaction corresponds to a fully diluted equity value for Qualtrics of around US$12.5 billion, representing a 73% premium over the 30-day average trading price before SAP announced its intention to explore a sale (roughly a 62% premium over the unaffected closing price on January 25, 2023). The estimated cost of acquiring SAP's stock is $7.7 billion USD.

 

"Silver Lake has both the operational expertise and the track record with software companies to help Qualtrics extend its leadership in the XM category it pioneered," said Christian Klein, CEO and Member of the Executive Board of SAP SE. "Since we acquired Qualtrics in 2019 the company has more than tripled its revenue while delivering profitability. SAP intends to remain a close go-to-market and technology partner, servicing joint customers and continuing to contribute to Qualtrics' success." The number of companies and brands using Qualtrics software has risen from 10,000 at the time of SAP's purchase to over 18,000 today.

 

The agreement came about as a result of a thorough process that was started on January 26 and found the joint proposal from Silver Lake and CPP Investments to be the most alluring. The Qualtrics board, which includes a committee of independent members, as well as the SAP Executive and Supervisory Boards, have all given their approval to the deal.

 

Although the transaction is pending typical regulatory approvals and is anticipated to finalise in the second half of 2023, Qualtrics is anticipated to be reported as a discontinued operation in SAP's first quarter financial results, which are due on April 21.

 

Shearman & Sterling served as SAP's legal counsel, and Barclays served as SAP's finance advisor on the deal.