Sophos Completes Secureworks Acquisition

Sophos and Secureworks® (NASDAQ:SCWX), two global cybersecurity pioneers that have innovated and redefined services and technology solutions for defeating cyberattacks, today announced the completion of Sophos' acquisition of Secureworks. The all-cash transaction values Secureworks at approximately $859 million. With the completion of the acquisition, Secureworks' common stock has ceased trading on Nasdaq. Sophos is backed by Thoma Bravo, a leading software investment firm. With this acquisition, Sophos is now the leading pure-play cybersecurity provider of Managed Detection and Response (MDR) services, supporting more than 28,000 organizations of all sizes worldwide. The combination will enable Sophos to deliver an unparalleled security operations platform, featuring hundreds of built-in integrations for adaptive protection, detection and response for mitigating cyberattacks. The open and scalable platform helps organizations, especially those with diverse IT estates, safeguard current and future technology investments, providing greater operational efficiencies and return on cybersecurity spend. Sophos X-Ops is also expanding its threat intelligence and security services capabilities with the addition of the Secureworks Counter Threat Unit™ and security operations and advisory teams. As a channel-first cybersecurity provider, Sophos remains unwavering in its commitment to deliver cutting-edge security services and technologies that empower our global community of resellers, Managed Service Providers (MSPs) and Managed Security Services Providers (MSSPs). This includes expanding their reach, enhancing operational scalability and providing stronger defenses to the countless organizations that need the ability to effectively defend against today's constant and complex cyberattacks. 'The market is embracing MDR as a clear means to deliver positive cybersecurity outcomes, and this has meant rapid growth in the category,' said Joe Levy, CEO, Sophos. 'Sophos is differentiated by our very mature competencies in ransomware detection, malware analysis and threat actor tradecraft. These defenses are further augmented by Sophos' native artificial intelligence (AI), first innovated by our globally peer recognized AI team nearly a decade ago, and embedded in our MDR, endpoint, network, email, and cloud security to more effectively neutralize and stop threats. With the integration of Secureworks, our expanded services and product portfolio will provide even stronger end-to-end security solutions that will include identity threat detection and response (ITDR), next-gen SIEM and managed risk, all in a single open platform.' 'We will also be able to further advance our AI, threat intelligence and attack research through more diverse and deeper global telemetry that is analyst-tuned for the real-world. At every level, we are very excited about this next accelerated chapter for Sophos.' Available Now In the near term, Sophos and Secureworks are operating business as usual, working with our respective channel partners, MSPs and MSSPs worldwide to distribute our existing security services and technology. Both companies' sales and customer experience groups will operate to support existing customers, assist with renewals and develop current and new business opportunities. Sophos protects more than 600,000 customers worldwide with its portfolio of MDR, endpoint, network, email, and cloud security solutions that integrate and adapt to provide real-time defense through the Sophos Central platform. Transaction Details Under the terms of the agreement, Sophos acquired Secureworks in an all-cash transaction valued at approximately $859 million. Secureworks shareholders, including Dell Technologies (NYSE:DELL), will receive $8.50 per share in cash. This represents a 28% premium to the unaffected 90-day volume-weighted average price (VWAP). Kirkland & Ellis LLP acted as legal counsel to Sophos, Goldman Sachs & Co. LLC., Barclays, BofA Securities, HSBC Securities (USA) Inc., and UBS Investment Bank acted as financial advisors and provided debt financing for the transaction. Piper Sandler & Company and Morgan Stanley & Co. LLC acted as financial advisors to Secureworks, and Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal counsel.
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