Clearwater Analytics to be acquired for $8.4B, shareholders to receive $24.55 per share cash

Clearwater Analytics Holdings, Inc.

Transaction valued at ~$8.4B; per share cash price of $24.55 represents ~47% premium over undisturbed price as of Nov 10, 2025.
Acquired by Permira and Warburg Pincus-led Investor Group with support from Francisco Partners and Temasek.
Company may solicit alternative acquisition proposals during a go-shop period ending Jan 22, 2026, with extension to Feb 2, 2026.
Termination fee: $111.67M if deal terminated for superior proposal during go-shop; $241.95M otherwise; Parent pays $521.13M if it fails to close.
Transaction expected to close in 2026, subject to stockholder approval, regulatory approvals, and other customary conditions.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Clearwater Analytics Holdings, Inc. entered into Agreement and Plan of Merger with GT Silver BidCo, Inc. and GT Silver Merger Sub, Inc. (effective 2025-12-20).

Action: entry
Agreement: merger
Counterparty: GT Silver BidCo, Inc. and GT Silver Merger Sub, Inc.
Effective: 2025-12-20

Exact text from the filing

On December 20, 2025, Clearwater Analytics Holdings, Inc., a Delaware corporation, (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with GT Silver BidCo, Inc., a Delaware corporation (“ Parent ”), and GT Silver Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“ Merger Sub ”)

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Clearwater Analytics Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0000950157-25-001016

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