Fortive Corporation (NYSE:FTV) signed a definitive agreement to acquire Provation Software, Inc. from Clearlake Capital Partners V, managed by Clearlake Capital Group, L.P. for $1.4 billion on December 3, 2021. The total consideration paid was approximately $1.4 billion. Fortive expects to finance the acquisition with short-term debt and available cash, and estimates the acquisition will be accretive to adjusted diluted net earnings per share by greater than $0.08 in fiscal 2022.

The acquisition is subject to customary closing conditions and regulatory approvals. The transaction is expected to close by the end of the year 2021. Credit Suisse and William Blair acted as financial advisors to Provation and Jefferies acted as financial advisor to Clearlake.

Evercore acted as financial advisor to Fortive. Sidley Austin LLP provided legal counsel for Provation, with Daniel E. Wolf and Rachael G. Coffey of Kirkland & Ellis representing Fortive. On December 16, 2021, Fortive Corporation, a Delaware corporation entered into a term loan credit agreement with Bank of America, N.A.as administrative agent, and a syndicate of lenders party thereto, which provides for a 364-day delayed-draw term loan facility up to an aggregate principal amount of $1,000 million At the closing, the Company drew down and borrowed the full $1,000 million available under the Credit Agreement.

Use of proceeds from this were used to fund this acquisition.