Advent to Acquire Insurance Software Firm Sapiens for $2.5 Billion

Sapiens International Corporation N.V. (NASDAQ: SPNS; TASE: SPNS), a recognized leader in intelligent SaaS-driven software for the global insurance sector, has entered into a definitive agreement to be acquired by Advent, one of the world’s most prominent private equity investors. The deal, valued at approximately $2.5 billion, will see Advent purchase all outstanding common shares of Sapiens at $43.50 per share in an all-cash transaction.

Retention of a Strategic Minority Stake

Formula Systems (1985) Ltd., a significant existing shareholder in Sapiens, will retain a minority position in the company following the acquisition. This arrangement reflects confidence in the combined vision of Sapiens and Advent, signalling that long-term strategic growth remains at the forefront of the deal structure.

Driving Innovation and Expanding Global Reach

This acquisition represents a pivotal moment in Sapiens’ evolution. The partnership with Advent is expected to accelerate the company’s innovation roadmap, broaden its international presence, and strengthen its market leadership. Advent’s considerable financial resources and operational expertise are set to complement Sapiens’ advanced technology capabilities, enabling the delivery of more sophisticated solutions and superior outcomes for clients, employees, and industry partners.

"This transaction marks a significant milestone in Sapiens' journey, reinforces the success of our strategy, our commitment to delivering exceptional value to our customers, and the strength of our global team. Following a deliberate process, the Board of Directors approved this transaction, which delivers an excellent outcome for Sapiens' shareholders, providing them a substantial cash value at an attractive premium," said Roni Al-Dor, Chief Executive Officer of Sapiens. "We are excited to enter the next chapter for Sapiens in partnership with Advent to continue supporting insurance carriers with their entire transformation journey, delivering the product innovation and service excellence they expect from us. Sapiens remains fully committed to being a global leader in SaaS, digital, and AI-driven insurance software solutions across Life, Pension & Annuities and P&C markets."

Douglas Hallstrom, Director at Advent, said, "We are delighted to partner with Sapiens to support its next phase of innovation. Insurers are increasingly turning to technology to help unlock growth and profitability, drive innovation and improve business resilience – with Sapiens a critical partner in enabling this for market leading insurers globally. We will work with the company to accelerate investment into technology innovation, AI, and customer centricity. This transaction comes at a critical time of market change, and we believe Sapiens will more effectively be able to navigate this in a private setting."

A Significant Premium for Shareholders

Under the unanimously approved terms, Sapiens’ shareholders will receive $43.50 per share in cash, reflecting a premium of roughly 64% over the company’s unaffected closing price of $26.52 on August 8, 2025. This also represents a 51% premium over the 30-day and 60-day volume-weighted average prices for the same period, underscoring the substantial value created for investors.

Transition to a Private Entity

Following the close of the transaction, Sapiens’ common shares will be delisted from public exchanges, and the company will transition into a privately held enterprise. This move is expected to give the organization greater strategic flexibility to invest in long-term growth initiatives without the constraints of quarterly market pressures.

Securing the Financing and Closing Timeline

Advent has secured firm debt and equity financing commitments to fund the acquisition, ensuring a high degree of certainty in execution. The firm’s advised funds have pledged a combined equity contribution of $1.3 billion, in line with the conditions set out in the finalized commitment letters. The transaction is anticipated to close between the fourth quarter of 2025 and the first quarter of 2026, contingent on customary regulatory approvals and a favorable shareholder vote.