Blackbaud (BLKB) concludes Clearlake’s indication of interest significantly undervalues the Company

May 15, 2024 5:00 PM EDT

Blackbaud (NASDAQ: BLKB)


On May 15, 2024, Blackbaud, Inc. (the “Company” or “Blackbaud”) sent a letter on behalf of the Board of Directors of the Company (the “Blackbaud Board”) to Clearlake Capital Group, L.P. (“Clearlake”), in response to the non‑binding indication of interest that Clearlake previously submitted on April 14, 2024. The letter provides that after careful consideration, and in consultation with the Company’s independent financial and legal advisors, the Blackbaud Board has unanimously concluded that Clearlake’s indication of interest significantly undervalues the Company and is not in the best interests of all Blackbaud stockholders. A copy of the letter is included with this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (as amended, the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1, be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. The contents of any URLs referenced in the press release are not incorporated into this Current Report on Form 8-K or any other filings with the Securities and Exchange Commission.

VIA EMAIL
May 15, 2024
Behdad Eghbali
Co-Founder and Managing Partner
Clearlake Capital Group, L.P.
233 Wilshire Blvd., Suite 800
Santa Monica, CA 90401
Mr. Eghbali,
On behalf of the Board of Directors of Blackbaud, Inc., we are writing in response to the non-binding indication of interest that Clearlake Capital Group submitted on April 14, 2024, to acquire all of the outstanding shares of Blackbaud common stock for $80.00 per share in cash.
After careful consideration, and in consultation with the Company’s independent financial and legal advisors, the Blackbaud Board has unanimously concluded that Clearlake’s indication of interest significantly undervalues the Company and is not in the best interests of all Blackbaud stockholders. We are confident in our ability to deliver significant, sustainable value for Blackbaud stockholders that far exceeds $80.00 per share through the continued execution of the Company’s business plan.
Sincerely,
/s/ Andrew Leitch

Andrew Leitch
Chairman of the Board of Directors
/s/ Michael Gianoni

Michael Gianoni
Vice Chairman of the Board of Directors,
President and CEO


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