Imprivata Agrees To Be Acquired By Thoma Bravo

Thoma Bravo to pay $19.25 per share, representing a 33% premium to Imprivata’s stock price

Transaction valued at approximately $544 million

San Francisco, CA and Lexington, MA – July 13, 2016Imprivata® (NYSE: IMPR), the healthcare IT security company, announced that it has entered into a definitive agreement to be acquired by an affiliate of Thoma Bravo, LLC, a leading private equity investment firm. Under the terms of the agreement, shareholders of record will receive $19.25 in cash per share of Imprivata common stock, which represents a 33% premium to Imprivata’s last closing stock price of $14.50. The value of the transaction is approximately $544 million.

“We’re tremendously excited about Thoma Bravo’s investment in our company and believe this transaction represents a great outcome for our current shareholders,” said Omar Hussain, President and CEO of Imprivata.  “Given Thoma Bravo’s successful track record in both security and healthcare IT, today’s partnership is an endorsement of Imprivata’s corporate vision and our relentless focus on the customer experience — a value which has established us as the vendor of choice in healthcare IT security. We are now in a stronger position to pursue market opportunities through innovating and expanding the products and services we offer.”

“The need to combine strong, compliant security technology with ease of access in the healthcare industry is growing by the day,” said Scott Crabill, a Managing Partner at Thoma Bravo. “Imprivata is clearly positioned as the strongest vendor in this space and has a unique opportunity to continue to expand its market presence by providing additional high-value products to its customers.”

“The Imprivata security platform provides mission critical technologies that are deeply embedded within the daily workflows of the world’s largest and most prestigious hospitals and healthcare institutions” said Chip Virnig, a Principal at Thoma Bravo. “Moreover, the company has a proven track record of organically and inorganically introducing new technologies into the marketplace, while also expanding across new geographies. We look forward to continuing to support Imprivata’s growth trajectory as a private company.”

Barclays is acting as exclusive financial advisor to Imprivata, and Goodwin Procter LLP is serving as legal advisor to Imprivata. Kirkland & Ellis LLP is serving as legal advisor to Thoma Bravo.

About Thoma Bravo, LLC

Thoma Bravo is a leading private equity investment firm building on a 30+ year history of providing equity and strategic support to experienced management teams and growing companies. The firm seeks to create value by collaborating with company management to improve business operations and provide capital to support growth initiatives. Thoma Bravo invests with a particular focus on application and infrastructure software and technology enabled services. The firm currently manages a series of private equity funds representing more than $17 billion of equity commitments. For more information, visit www.thomabravo.com.

About Imprivata

Imprivata®, the healthcare IT security company, enables healthcare organizations globally to access, communicate, and transact patient information securely and conveniently. The Imprivata platform addresses critical compliance and security challenges while improving productivity and the patient experience. For more information, please visit www.imprivata.com.