PROS Holdings, Inc. (NYSE: PRO), a leading provider of AI-powered SaaS pricing and selling solutions, and Thoma Bravo, a leading software investment firm, today announced that they have entered into a definitive agreement under which PROS will be acquired by Thoma Bravo in an all-cash transaction valuing PROS at approximately $1.4 billion.
Under the terms of the agreement, PROS shareholders will receive $23.25 per share in cash, representing a premium of approximately 41.7% over PROS’ closing share price on September 19, 2025, the last full trading day prior to the transaction announcement, and a 53.2 percent premium to PROS’ volume weighted average share price over the 30-day period ending the same date.
Upon completion of the transaction, PROS will become a private company with the benefit of Thoma Bravo’s operating capabilities, capital support and deep sector expertise, and will be well positioned to continue delivering on key strategic priorities, including advancing AI innovation and agentic intelligence, expanding market reach and optimizing go-to-market execution.
“This transaction is the culmination of a strategic review process undertaken by the PROS Board of Directors that included discussion with a number of parties,” said Bill Russell, Non-Executive Chairman of the PROS Board of Directors. “We are pleased to reach this agreement with Thoma Bravo, which delivers significant and immediate cash value to our shareholders and we believe is the best path forward for PROS and all of our stakeholders.”
PRO shares popped $6.56, or 40%, to $22.96.
