Proofpoint agrees to buy Varonis for approximately $6.3 billion

Proofpoint has agreed to acquire Varonis Systems in an all-cash transaction valued at approximately $6.3 billion. Varonis shareholders would receive $49.75 per share, and the publicly traded company would become privately held after closing. Proofpoint plans to combine its human and agent cybersecurity capabilities with Varonis' data and AI security platform. The planned integration would help customers identify sensitive information, control employee and AI access, and prevent data loss. Thoma Bravo is providing committed equity financing and has secured debt commitments. Closing is expected in the first half of 2027, subject to Varonis shareholder approval, regulatory clearances and other customary conditions.