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1Repair Windows errors before they cause bigger problems2Scan for outdated or missing drivers - takes under a minute3Clear out junk files and repair common Windows errorsTenable completed its acquisition of cloud-security company Ermetic on October 2, 2023. The $240 million figure in the September 7 announcement was the cash portion—not the entire announced package, which also included $25 million in restricted stock and restricted stock units (RSUs), subject to customary purchase price adjustments.
How much did Tenable pay for Ermetic?
Tenable’s September 2023 announcement described approximately $240 million in cash plus $25 million in restricted stock and RSUs. Its SEC filing characterized the announced aggregate purchase price as approximately $265 million. The terms were subject to customary purchase price adjustments.
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The buyer under the share purchase agreement was Tenable, Inc., a Delaware corporation and wholly owned subsidiary of Tenable Holdings. It acquired all outstanding share capital of Ermetic Ltd., an Israeli company, making Ermetic a wholly owned subsidiary of Tenable, Inc. Tenable said it expected to fund the cash portion with existing cash.
| Figure | What it represents | Source and timing |
|---|---|---|
| Approximately $240 million | Announced cash portion | Tenable announcement, September 7, 2023 |
| $25 million | Announced restricted stock and RSUs | Tenable announcement, September 7, 2023 |
| Approximately $265 million | Aggregate announced purchase price | Tenable SEC filing, September 7, 2023 |
| $243.8 million | Subsequently reported total consideration | Tenable fiscal 2023 annual report |
Why does Tenable’s annual report give a different number?
Tenable’s fiscal 2023 annual report later recorded $243.8 million in total consideration for the acquisition: $243.3 million in cash, net of $6.1 million in cash acquired, and $0.5 million as the fair value of replacement equity. This is a subsequent accounting disclosure, not a restatement of the September announcement’s approximate $265 million aggregate package. The figures use different bases, so they should not be treated as directly interchangeable.
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Why did Tenable buy Ermetic?
Ermetic brought cloud-native application protection platform (CNAPP) and cloud infrastructure entitlement management (CIEM) capabilities. Tenable said the technology would strengthen Tenable One and Tenable Cloud Security by adding context for identifying, prioritizing and remediating risk across cloud and on-premises infrastructure and identities.
In practical terms, the strategic fit was broader visibility into both cloud resources and the identities with access to them. Integrating those capabilities into Tenable’s exposure-management products was intended to help customers understand security risks across environments rather than assess cloud infrastructure and identity permissions in isolation.
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What did Tenable forecast for the deal at announcement?
In September 2023, Tenable said the acquisition was not expected to materially contribute to revenue or calculated current billings in the fourth quarter of that year. It forecast a $4–6 million increase in non-GAAP operating expenses and a $14–16 million reduction in unlevered free cash flow for that quarter. Tenable said the projected cash-flow reduction included $10–12 million in acquisition-related costs and forgone interest income. These were forecasts made at announcement, not current projections or reported actual results.
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