Three Firms Lead Vista Equity’s Take-Private Deal for Avalara

Kirkland & Ellis is advising Vista Equity Partners on its agreement to buy tax compliance software provider Avalara, Inc. in all-cash deal valued at $8.4 billion, including debt.

Simpson Thacher & Bartlett and Perkins Coie are advising Avalara on the transaction, which calls for shareholders of the Seattle-headquartered company to get $93.50 per share. The offering price is a premium of 27% over the company’s closing share price as of July 6, the last trading day prior to media reports of a potential transaction, according to a statement.

Upon the transaction’s expected close in the second half of 2022, Avalara’s shares will cease trading on the New York Stock Exchange, and Avalara will become a private company, still operating under the Avalara name and brand, the statement said.

Founded in 2004, Avalara said its partnership with Vista will allow it to refine its go-to-market strategy, expand its international workforce, streamline its systems architecture, and pursue M&A opportunities.

Simpson Thacher said its deal team is led by New York-based partners Mario Ponce and Michael Chao. Kirkland said its deal team was led by corporate partners Sarkis Jebejian, Jonathan Davis, Joshua Ayal, and Ari Levi.

Bloomberg News reported, citing unnamed people familiar with the matter, that a group of private lenders led by Blue Owl Capital Inc. agreed to provide a $2.5 billion loan to finance Vista Equity’s acquisition of Avalara.

Perkins Coie said its deal team included partners Andrew Moore, Nick Ferrer, and Allison Handy.