PE firm Clearlake to buy Dun & Bradstreet for $4.1 billion in cash

By Arsheeya Bajwa

(Reuters) - Dun & Bradstreet has agreed to be acquired by private-equity firm Clearlake Capital for $4.1 billion, the data and analytics provider said on Monday, putting an end to its second stint as a public company after its stock-market listing more than four years ago.

Shares of the 184-year-old company rose about 3%. Its shares are down nearly 30% this year and about 60% since going public in 2020, making it an attractive target for Clearlake.

Analysts have also pointed to its healthy free cash flow and potential for growth in revenue and margins as some of the factors that made it ripe for a takeover.

The offer of $9.15 in cash represents a 4.8% premium to its last close, but an 11% discount to its closing price on August 1, a day before Reuters first reported that Dun & Bradstreet was exploring options including a sale. Including debt, the deal is valued at $7.7 billion.

"While the price is disappointing ... we believe DNB (Dun & Bradstreet) was constrained by a tough market backdrop," Needham analysts wrote in a note.

One of Wall Street's oldest data and analytics providers, the company had four U.S. presidents - Abraham Lincoln, Ulysses S. Grant, Grover Cleveland and William McKinley - working for it before entering politics.

The firm is being taken private for the second time after its first takeover by an investor consortium led by CC Capital, Cannae and Thomas H. Lee Partners was completed in 2019.

Its initial public offering in 2020 valued the company at about $9 billion.

GO-SHOP PERIOD

The transaction provides for a "go-shop" period, during which Dun & Bradstreet can solicit and evaluate alternative proposals.

This could help extract a modestly higher price if market valuations improve in the coming weeks, Needham analysts said.

However, given the amount of time that has passed since the start of the sale process, it would be surprising if a superior offer were to emerge, said Stu Novick, senior analyst at Gimme Credit, an independent corporate bond research house.

For the latest quarter, Dun & Bradstreet's revenue was nearly flat at $631.9 million, missing Wall Street expectations, according to data compiled by LSEG.

Bank of America Securities is serving as a financial adviser to Dun & Bradstreet. Morgan Stanley, Goldman Sachs and JP Morgan, among others, are Clearlake's financial advisers.

(Reporting by Akash Sriram and Arsheeya Bajwa in Bengaluru; Additional reporting by Jaspreet Singh in Bengaluru; Editing by Saumyadeb Chakrabarty, Shounak Dasgupta and Anil D'Silva)