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Blackline Safety to go private in Francisco Partners acquisition transaction

Blackline Safety Corp. has entered into a definitive arrangement agreement to be acquired by an affiliate of Francisco Partners for up to $850 million, via a plan of arrangement under the Business Corporations Act (Alberta). Shareholders (other than rollover shareholders) will receive $9.00 per share in cash plus one contingent value right (CVR) of up to $0.50 per share, implying total potential consideration of $9.50 per share and representing premiums of approximately 27–34% to the prior closing price and 28–35% to the 20-day VWAP. The CVR pays out only if Blackline’s annualized recurring revenue for the month ended October 31, 2027 meets specified thresholds; ARR was $90.5 million as of the quarter ended January 31, 2026. Approximately 31% of the shares will be rolled into equity of the purchaser by DAK Capital Inc., the Lowy Family Group, CEO and Chair Cody Slater, and related parties, with most rollover shareholders foregoing CVRs on those shares and contributing about $45 million to help fund the cash consideration and expenses. The deal, not subject to a financing condition, includes non-solicitation covenants, a “superior proposal” regime with a five-day match right, a $30.6 million break fee and a $56.3 million reverse break fee. Canaccord Genuity advises the Special Committee, with CIBC Capital Markets as independent valuator; Burnet, Duckworth & Palmer and Torys advise the company and Special Committee, while Francisco Partners is advised by RBC Capital Markets, Stikeman Elliott and Kirkland & Ellis, and DAK and the Lowy Family Group have separate financial and legal advisors. 

Company

Blackline Special Committee

Law Firm / Organization
Canaccord Genuity Group Inc.

Company

Blackline

Law Firm / Organization
Burnet, Duckworth & Palmer LLP

Company

Special Committee

Law Firm / Organization
Torys LLP

Company

DAK

Law Firm / Organization
Osler, Hoskin & Harcourt LLP

Company

Lowy Family Group

Law Firm / Organization
Blake, Cassels & Graydon LLP

Company

Francisco Partners

Law Firm / Organization
Stikeman Elliott LLP
Law Firm / Organization
Kirkland & Ellis LLP
Merger & Acquisition
Tech/Computer/IT
$ 850,000,000
Active