Proofpoint has entered into a definitive agreement to acquire Varonis for approximately $6.3 billion. The transaction will be all-cash, with completion expected in the first half of 2027.
On 15 October 2026 U.S. time, Varonis Systems and Proofpoint entered into a definitive agreement under which Proofpoint will acquire Varonis. The purchase price is approximately $6.3 billion, with Varonis shareholders to receive $49.75 per share in cash, representing a 52% premium.
The acquisition by Proofpoint, a Thoma Bravo portfolio company, will be an all-cash transaction and is expected to close in the first half of 2027. Completion is subject to customary conditions, including approval by Varonis shareholders and regulatory approvals.
Following integration, the companies aim to provide an integrated platform that protects data and AI and serves more than 16,000 customers worldwide. The platform is positioned as a solution integrating sensitive-data discovery and protection, access governance, and data loss prevention.
The CEOs of Varonis and Proofpoint, respectively, emphasized the importance of strengthening AI and data protection and of an integrated platform, and commented that the acquisition would contribute to the growth of both companies and the future of AI security.
Varonis is scheduled to announce its third-quarter 2026 results on 3 November and is not expected to hold an earnings call.