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On 1 December 2021, Warrington-based software company Blue Prism plc that the terms of an agreement to acquire the company’s issued and to be issued share capital for £1.24bn had been reached with Connecticut-based financial services software firm SS&C Technologies Holdings, Inc. (SS&C).

Despite having initially reached an agreement with Bali Bidco Limited, a company owned indirectly by Vista Equity Partners (Vista), Blue Prism adjourned the court and general meetings planned for 19 November once talks began with SS&C, to allow the board to consider the new offer. The company announced on 24 November that the meetings had been rescheduled to 9 December. However, following the announcement that SS&C had decided to proceed with a firm offer of 1,275 per share for the company, Blue Prism’s directors released a statement confirming the withdrawal of their recommendation of the rival offer made by Vista, which Vista had on 25 November from 1,125p per share to 1,250p, valuing the company at £1.22bn.

Vista’s proposal had attracted criticism from shareholders and employees alike, despite Blue Prism’s board initially stating it believed the offer represented the best value for shareholders. Vista had announced its intention to streamline Blue Prism’s business by merging the company with San Francisco-based TIBCO Software Inc., a move that would significantly reduce its combined workforce. Meanwhile shareholders such as Hawk Ridge Capital voiced concern regarding Blue Prism’s acceptance of what they believed to be an undervaluation of the company at Vista’s initial bid price of 1,125 pence a share. In contrast, Jason Kingdon, chairperson and CEO of Blue Prism stated that SS&C’s offer would permit the group to access ‘significant capital resources.’

With Vista yet to release a public statement on the withdrawal of Blue Prism’s board recommendation, it is unclear whether the company will revise the terms of its final offer to compete with SS&C, an option it had reserved in the announcement of its final bid, should SS&C make a firm offer for Blue Prism.

Blue Prism was founded in 2001 and asserted itself as the ‘pioneer’ in robotic process automation, attracting a customer base including Fidelity, the NHS, eBay, and Daimler. The company launched an IPO on AIM in 2016, valuing the company at 78p a share. On 1 December 2021, following the announcement of SS&C’s competing bid, the company’s share price closed at 1,327 pence.

During 2021, UK takeovers have seen an increase in competing bids, with four companies subject to competing firm offers, and five companies that were the subject of firm offers attracting potential competing offers. Market Tracker will look at competing offers in 2021 in more detail in its upcoming Public M&A 2021 Trend Report.

If shareholders approve it, the deal with SS&C is predicted to close in the first half of 2022.