Press Release February 04, 2019

Ultimate Software to be Acquired for $11 Billion and Operate as a Privately Held Company

Led by Private Equity partners Joseph Bernardi and Joshua Klatzkin, Goodwin advised JMI Equity in connection with its signing a definitive agreement to co-invest in the acquisition of Ultimate Software (Nasdaq:ULTI) by an investor group led by Hellman & Friedman in an all-cash transaction for an aggregate value of approximately $11 billion. Ultimate will operate as a privately held company.

Under the terms of the agreement, all Ultimate stockholders of record will receive $331.50 in cash for each share of Ultimate’s common stock held upon the closing of the transaction. The privately held company will be owned by an investor group led by Hellman & Friedman in partnership with significant investors Blackstone, GIC, and Canada Pension Plan Investment Board (CPPIB), and other investors including JMI Equity. The transaction is expected to close in mid-2019, subject to stockholder approval and other customary closing conditions including regulatory approvals.

JMI Equity is a growth equity firm focused on investing in leading software companies. Founded in 1992, JMI has invested in over 140 businesses in its target markets, successfully completed over 90 exits and raised more than $4 billion of committed capital.

For additional details on the take private transaction, please read the press release.