Mergers & Acquisitions

PROS Holdings Stock Soars Over 40% on $1.4B Thoma Bravo Buyout

Private equity giant's all-cash deal at a 41.7% premium fuels the ongoing consolidation trend in the Software-as-a-Service (SaaS) sector.

Shares of PROS Holdings, Inc. (PRO) surged more than 40% after the company announced it will be acquired by private equity firm Thoma Bravo in an all-cash transaction valued at approximately $1.4 billion. The deal is a significant indicator of the continuing consolidation wave within the Software-as-a-Service (SaaS) industry.

Under the terms of the agreement, PROS shareholders will receive $23.25 per share, representing a substantial 41.7% premium to the stock's closing price on September 19. The all-cash deal, which has been unanimously approved by the PROS board of directors, is expected to close in the fourth quarter of 2025. Following the completion of the transaction, PROS will become a privately held company and will be delisted from the New York Stock Exchange.

The acquisition is the latest in a series of take-private deals by Thoma Bravo, a leading software investment firm with over $181 billion in assets under management. The move highlights a broader market trend of private equity firms targeting high-value SaaS companies with strong recurring revenue models and specialized AI-driven solutions. By taking PROS private, Thoma Bravo aims to accelerate the company's investment in AI innovation and expand its commercial platform, leveraging its deep operational expertise. This strategy is consistent with Thoma Bravo's other significant take-private deals, including the acquisitions of Dayforce and Verint.

PROS Holdings is a recognized leader in providing AI-powered pricing and selling solutions that help businesses optimize their commercial strategies. The company's platform enables real-time, data-driven decision-making, a critical capability in today's dynamic market. The backing of Thoma Bravo is expected to provide PROS with the resources and flexibility to further enhance its offerings and strengthen its market position.

The announcement was met with a significant positive reaction from the market, with PROS's stock price soaring in premarket trading. However, some analysts have adopted a more cautious stance. Stifel, for instance, , aligning its price target with the acquisition price. Additionally, an investor-rights law firm has reportedly launched an investigation into whether the $23.25 per-share offer adequately compensates shareholders. The broader SaaS market is projected to reach nearly $1.5 trillion by 2033, and this robust growth, coupled with instability in capital markets, is fueling by private equity firms. The is a clear reflection of this trend, underscoring the high value placed on specialized, AI-driven SaaS solutions.