Advent International ultimately completed its acquisition of Forescout in August 2020, but not at the original price. The February offer was $33 per share, described as a $1.9 billion transaction; after Advent declined to close on the scheduled date, the parties agreed in July to $29 per share and announced a revised transaction value of $1.6 billion. The stated $1.4 billion figure is not supported by the cited transaction announcements.
What Advent originally offered for Forescout
On February 6, 2020, cybersecurity company Forescout Technologies announced an agreement for Advent International to acquire it for $33 per share in cash, in a transaction described as worth $1.9 billion. Crosspoint Capital joined as a co-investor and advisor.
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Forescout described its business as providing device visibility and control for enterprises and government agencies. The deal was a corporate acquisition of that business, not a purchase offer for a consumer security product.
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Why the deal stumbled in May
Advent notified Forescout on May 15 that it would not close on May 18, the date then scheduled for completion. Forescout’s May 18 update said the companies were discussing timing and terms, while cautioning that there was no assurance they would reach an agreement.
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In that statement, Forescout CEO and President Michael DeCesare called the period an uncertain time amid the COVID-19 pandemic and said the company remained committed to completing the deal with Advent. Those were the company’s contemporaneous comments; they did not establish that the transaction would close.
How the price and announced value changed
On July 15, Forescout and Advent announced amended terms of $29 per share, down from the original $33. The companies said the tender offer was expected to close in the third quarter. The accompanying tender-offer announcement described the revised transaction as valued at $1.6 billion.
| Deal stage | Per-share price | Announced transaction value | Timing stated at the time |
|---|---|---|---|
| Initial agreement, February 6, 2020 | $33 in cash | $1.9 billion, as described by Forescout | Original scheduled closing date was May 18 |
| Amended agreement, July 15, 2020 | $29 | $1.6 billion, as described in the tender-offer announcement | Tender offer expected to close in the third quarter |
The $1.4 billion amount in the original headline is therefore not the value stated in these primary announcements: the initial figure was $1.9 billion and the revised announced figure was $1.6 billion. The cited materials do not explain a $1.4 billion calculation.
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Did Advent complete the acquisition?
Yes. In its August 17 tender-offer announcement, Advent reported that 40,108,573 shares—approximately 81 percent of outstanding shares—had been validly tendered when the offer expired. Advent said it intended to complete the acquisition that day through a second-step merger.
After that process, Forescout became an indirect wholly owned subsidiary of Advent and ceased trading on Nasdaq, according to the completion announcement. The August announcement confirms the $29-per-share offer and the completion process; the earlier July materials provide the $1.6 billion transaction-value description.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.What the later court record says—and does not say
A March 16, 2023 Ninth Circuit opinion describes litigation arising from the deal period. Forescout alleged that three major channel partners ended their relationships after the acquisition announcement, causing potential lost profits in the tens of millions of dollars. The opinion also recounts Advent’s May 15 notice and Forescout’s Delaware lawsuit.
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The court’s analysis concerned what the plaintiffs had adequately pleaded, including whether the channel relationships ended before the challenged statements. It said the complaint had not pleaded that timing with particularity. That procedural conclusion is not a finding that the alleged losses occurred because of the announcement, nor a finding that they did not.
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One free scan finds every outdated or missing driver and matches the right update for your exact hardware.Free scan · exact hardware matchThe opinion quotes a warning from Forescout’s 2019 Form 10-K: “The announcement and pendency of our agreement to be acquired by Advent could adversely affect our business.” The warning captures a risk companies may disclose around a pending acquisition; it does not by itself establish that a particular business harm happened in this transaction. Read the Ninth Circuit opinion.
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