The 184-year-old company's shares are down nearly 30% this year and about 60% since going public in 2020, making it an attractive target for Clearlake. Analysts have also pointed to its healthy free cash flow and potential for growth in revenue and margins as some of the factors that make it ripe for a takeover.
The offer of $9.15 in cash represents a 4.8% premium to its last close, but an 11% discount to its closing price on August 1, a day before Reuters first reported that Dun & Bradstreet was exploring options including a sale. Including debt, the deal is valued at $7.7 billion.
Founded in 1841, Dun & Bradstreet is one of Wall Street's oldest data and analytics providers. The company was first taken private in 2019 by an investor consortium led by CC Capital, Cannae and Thomas H. Lee Partners.
Its initial public offering in 2020 had valued the company at about $9 billion. It had also raised about $1.7 billion in its IPO.
For the latest quarter, its revenue was nearly flat at $631.9 million, missing Wall Street expectations of $658 million, according to data compiled by LSEG.
The company "has amassed a pre-eminent set of data and analytics," said Behdad Eghbali, co-founder and managing partner at Clearlake.
"We see vast potential for Dun & Bradstreet to deliver AI-powered solutions to their global client base."
The transaction provides for a "go-shop" period, during which Dun & Bradstreet can solicit and evaluate alternative proposals.
Bank of America Securities is serving as a financial adviser to Dun & Bradstreet. Morgan Stanley, Goldman Sachs, JP Morgan, Rothschild & Co, Barclays, Citi, Deutsche Bank, Santander, and Wells Fargo are Clearlake's financial advisers.
