Latham, Orrick lead on SAP’s $1.5bn WalkMe acquisition

Israeli firms Meitar and Gornitzky & Co called in on deal to buy Israeli-founded SaaS company

Latham & Watkins and Orrick have been called in to advise on German enterprise software giant SAP’s $1.5bn acquisition of WalkMe, a software-as-a-service (SaaS) company founded in Tel Aviv. 

Latham is acting for WalkMe on the matter alongside Israeli co-counsel Meitar, while Orrick is counselling SAP with support on Israeli law matters provided by Gornitzky & Co. 

The board of both companies have approved the all-cash transaction for $14 per share, representing an equity value of approximately $1.5bn. The offer price represents a 45% premium to WalkMe’s closing share price on June 4, 2024, SAP said in a statement. 

The Latham team advising WalkMe on the deal was led by Bay Area partners Tad Freese, former vice chair of the firm’s global corporate department, and Mark Bekheit, global vice chair of Latham’s M&A practice. Freese was also a leading partner in the Latham team that advised WalkMe on its $287m IPO in 2021. 

WalkMe is a “digital adoption” platform provider that enables better use of software by providing real-time, on-screen guidance. Founded in 2011 in Israel, the company has since moved its headquarters to San Francisco and focused on enterprise applications, such as guiding users through new features or on-boarding new employees. The company partnered with Microsoft in 2020 to embed its platform in Microsoft Dynamics 365, a set of enterprise accounting and software sales products. 

SAP CEO Christian Klein said the WalkMe acquisition meant the company was “doubling down on the support we provide our end users, helping them to quickly adopt new solutions and features to get the maximum value out of their IT investments”.

The Orrick team acting for SAP on the deal was led by Bay Area partner Matthew Gemello, who heads the firm’s global corporate business unit, alongside New York M&A partner Spencer Cohen. At Gornitzky & Co the effort was led by corporate partners Chaim Friedland and Netanel Kahane. 

The acquisition, still subject to customary closing conditions, is expected to close in the third quarter.

News of the WalkMe deal comes amid a surge in M&A after dealmaking slumped to a 10-year low in 2023. Global M&A volumes jumped 38% in the first quarter compared to the same period last year to nearly $800bn, according to LSEG, though deals are taking longer to complete amid increased regulatory scrutiny.

Latham placed sixth in the global M&A legal advisor rankings by deal value in the opening three months of the year, working on deals worth $84.9bn. The firm had placed second in the rankings for 2023 behind Kirkland. Orrick was not among the top 25 firms included in the rankings for either time period.  

Email your news and story ideas to: [email protected]