Instructure Deal Appears to Be Off

  • By Dian Schaffhauser
  • 02/13/20

Instructure's pending acquisition by venture capital company Thoma Bravo has fallen through for now. Instructure produces the popular learning management system Canvas. According to reporting by Bloomberg, shareholders rejected the deal, which originally would have paid $47.60 a share. A day before the vote, the offer was raised to $48.50, a $0.90 increase.

However, in an apparent show of acquiescence to shareholder sentiment, Instructure said in a regulatory filing that it was choosing not to accept the higher bid. After a special meeting convened on Feb. 12, the board filed a proxy statement with the Securities and Exchange Commission, expressing "concern about whether the revised proposal provided stockholders with sufficient certainty of closing in light of the feedback concerning the merger that the board has received from over 20 stockholders since the execution of the merger agreement." The voting deadline was also moved out a day, from Feb. 13 to Feb. 14.

Now, Thoma Bravo will need to decide whether to walk away from the deal altogether or increase its bid once again.

Numerous investors expressed reservations about the sales process and the price. Bloomberg reported that shareholders representing a third of the investor base had stated that they planned to vote against the acquisition. And two shareholder advisory companies — Institutional Shareholder Services and Glass Lewis & Co. — recommended that their investors vote against the deal.

In earlier comments Instructure executives said they had spent months dealing with possible buyers and that the offer from Thoma Bravo was the best it had received. Last week, the company disclosed in an SEC filing that one "strategic party" had given a verbal offer of $54 to $57 per share, yet no formal offer had been delivered.

About the Author

Dian Schaffhauser is a former senior contributing editor for 1105 Media's education publications THE Journal, Campus Technology and Spaces4Learning.

Featured

  • close-up of a video game controller

    Verizon Launches Free Scholastic High School Esports League

    Through its Verizon Innovative Learning HQ suite of free learning content and resources, Verizon has launched its first-ever scholastic high school esports league. The league opened for registration on Aug. 8 and will run from Sept. 23 to Dec. 13.

  • illustration of a VPN network with interconnected nodes and lines forming a minimalist network structure

    Report Finds Increasing Number of Vulnerabilities in OpenVPN

    OpenVPN, an open source virtual private network (VPN) system integrated into millions of routers, firmware, PCs, mobile devices and other smart devices, is leaving users open to a growing list of threats, according to a recent report from Microsoft.

  • AI-inspired background pattern with geometric shapes and fine lines in muted blue and gray on a dark background

    IBM Introduces Granite 3.0 Family of Advanced AI Models

    IBM unveiled its most advanced family of AI models to date, Granite 3.0, at its annual TechXchange event. The new models were developed to provide a combination of performance, flexibility, and autonomy that outperforms or matches similarly sized models from leading providers on a range of benchmarks.

  • Abstract illustration of a human news reporter interviewing an AI with a microphone

    AI on AI in Education: A Dialogue

    Scholars are doing lots of asking and predicting about the risks and rewards of generative artificial intelligence in school, but has anyone asked the all-knowing chatbots?