UiPath to be Acquired by Advent International for $10.1B

TL;DR

UiPath going private! Advent International buying for $10.1B ($35/share). Deal closes Q4 FY25.

AI Summary

UiPath, Inc. announced on August 30, 2024, that it has entered into a definitive agreement to be acquired by an affiliate of private equity firm Advent International Corporation for $35.00 per share in cash. This transaction values UiPath at approximately $10.1 billion. The deal is expected to close in the fourth quarter of fiscal year 2025.

Why It Matters

This significant acquisition marks a major shift for UiPath, moving from public to private ownership, which could impact its strategic direction and operational focus.

Risk Assessment

Risk Level: medium — The deal is subject to customary closing conditions, including shareholder approval and regulatory review, which could lead to delays or potential failure to close.

Key Numbers

• $10.1B — Acquisition Valuation (Total enterprise value of the deal)
• $35.00 — Per Share Price (Cash consideration for each share of UiPath common stock)

Key Players & Entities

• UiPath, Inc. (company) — Company being acquired
• Advent International Corporation (company) — Acquiring private equity firm
• $10.1 billion (dollar_amount) — Total valuation of the acquisition
• $35.00 (dollar_amount) — Per share acquisition price
• August 30, 2024 (date) — Date of the definitive agreement announcement
• fourth quarter of fiscal year 2025 (date) — Expected closing period for the acquisition

FAQ

Key Financial Figures

• $0.00001 — stered Class A Common Stock, par value $0.00001 per share PATH New York Stock Exchange
• $600,000 — Officer, will receive a base salary of $600,000 (increased from $500,000) and will be e
• $500,000 — base salary of $600,000 (increased from $500,000) and will be eligible to receive an ann
• $500.0 million — of the Company authorized an additional $500.0 million of repurchases of our outstanding share

Filing Documents

• path-20240830.htm (8-K) — 33KB
• path-20240731xex991.htm (EX-99.1) — 367KB
• uipathpressrelease_uipathb.htm (EX-99.2) — 8KB
• uipathpressrelasechiefoper.htm (EX-99.3) — 6KB
• 0001734722-24-000049.txt ( ) — 600KB
• path-20240830.xsd (EX-101.SCH) — 2KB
• path-20240830_def.xml (EX-101.DEF) — 15KB
• path-20240830_lab.xml (EX-101.LAB) — 25KB
• path-20240830_pre.xml (EX-101.PRE) — 16KB
• path-20240830_htm.xml (XML) — 3KB

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On September 5 2024, UiPath, Inc. ("UiPath" or the "Company") issued a press release announcing its financial results for the fiscal second quarter 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information contained in this Item 2.02 and Item 9.01 in this Current Report on Form 8-K, including the accompanying Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation of Certain Officers. Appointment of New Board Member On August 30, 2024, the Board of Directors (the "Board") of the Company increased the size of the Board from eight to nine members and appointed Mr. Sivaramakichenane Somasegar as a director of the Company to fill the resulting vacancy, effective September 5, 2024. Mr. Somasegar, age 58, also has been designated as a member of the Nominating and Corporate Governance Committee of the Board. The Board has determined that Mr. Somasegar qualifies as an independent director under New York Stock Exchange listing standards. Mr. Somasegar currently serves as a Managing Director at Madrona Ventures, an early stage venture capital firm. Prior to joining Madrona, Mr. Somasegar built a career at Microsoft over nearly three decades, where he led the company's Developer Division responsible for the Visual Studio and .NET family of products that are the core building blocks for tens of millions of developers to build applications. Mr.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. Copies of the press releases announcing the appointments of Mr. Somasegar and Mr. Gupta are attached hereto as Exhibit 99.2 and Exhibit 99.3, respectively. The information in the press releases attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise

01 Other Events

Item 8.01 Other Events. Stock Repurchase Program On August 30, 2024, the Board of Directors of the Company authorized an additional $500.0 million of repurchases of our outstanding shares of Class A common stock under the stock repurchase program. Repurchases under the program may be effected through open market purchases, privately-negotiated transactions, or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The timing and actual number of shares repurchased will depend on a variety of factors, including price, general business and market conditions, and alternate uses of capital. The current authorization may be suspended or discontinued at any time and does not have a specified expiration date.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 99.1 Press Release dated September 5, 2024 announcing financial results for fiscal second quarter 2025 99.2 Press Release dated September 5, 2024 announcing appointment of new Board member 99.3 Press Release dated September 5, 2024 announcing appointment of Chief Operating Officer 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UiPath, Inc. By: /s/ Brad Brubaker Chief Legal Officer and Secretary Date: September 5, 2024

View Full Filing

View this 8-K filing on SEC EDGAR