Clearwater Analytics (CWAN) is going private. Again.

A private equity consortium led by Permira and Warburg Pincus announced Sunday they're buying the investment and accounting software company for roughly $8.4 billion, including debt. It's a homecoming of sorts since Warburg and Permira previously backed Clearwater before taking it public in a $621 million IPO back in 2021.

The Deal Terms

The consortium is offering $24.55 per share in cash, which works out to a 47% premium over where Clearwater was trading on November 10, right before word of a potential sale hit the market. That's the kind of premium that makes shareholders pay attention.

Francisco Partners and Temasek are also joining the buying group. The agreement includes a "go-shop" provision running through January 23, 2026, giving Clearwater the green light to actively hunt for better offers. There's even a possible 10-day extension if a serious bidder emerges. The deal is slated to close in the first half of 2026, assuming no one crashes the party with a higher bid.

Strong Performance Before the Exit

Clearwater, which was founded in 2004, has been putting up solid numbers lately. Third-quarter revenue climbed 77% to $205.1 million, while adjusted EBITDA surged 84% to about $71 million. Those growth figures help explain why the PE firms are willing to pay up.

Despite the strong operational performance, Clearwater stock had declined 19.15% year-to-date before the buyout announcement. On Friday, shares rose 1.32% to close at $22.25, still below the $24.55 offer price as investors presumably weigh the possibility of a competing bid during the go-shop period.