Domo Agrees to $400 Million Asset Sale to Progress Software, Positioning Both Companies for Their Next Phase of Growth
Domo, Inc. (NASDAQ: DOMO), a provider of AI-powered data products and analytics solutions, has entered into a definitive agreement under which Progress Software Corporation (NASDAQ: PRGS) will acquire substantially all of Domo’s operating assets and assume certain liabilities in a transaction valued at $400 million in cash, subject to customary purchase price adjustments. The agreement, unanimously approved by Domo’s Board of Directors, marks a significant milestone for the company as it transitions its operating business to Progress while preserving valuable tax assets and exploring future strategic opportunities.
Under the terms of the agreement, Progress will acquire nearly all of Domo’s operating business, including its technology platform, intellectual property, customer contracts, employees, vendor relationships, foreign subsidiaries, and other assets associated with the company’s day-to-day operations. The transaction excludes Domo’s substantial net operating loss (NOL) carryforwards, which will remain with the publicly traded holding company after the sale.
Following the completion of the transaction, Domo expects to hold approximately $246 million in net cash, equal to roughly $4.84 per share, representing an 81% premium to the company’s 30-day volume-weighted average share price. In addition, the company will retain more than $900 million in federal net operating loss carryforwards, providing significant potential value for future strategic initiatives.
Progress to Continue Supporting the Domo Platform
Once the transaction closes, Domo’s operating business will become part of Progress Software, allowing the analytics and AI platform to benefit from Progress’ larger enterprise software portfolio, global resources, and development capabilities.
Progress plans to continue supporting Domo’s customers while investing in the platform’s future growth. Existing customer relationships, technology operations, and employee teams are expected to transition as part of the acquisition.
Until regulatory approvals are received and the transaction is finalized, Domo and Progress will continue operating as independent companies. Domo will maintain normal business operations, continue supporting customers, and fulfill its contractual commitments throughout the transition period.
Public Company to Continue After Closing
Although its operating business will transfer to Progress, Domo, Inc. will remain an independent publicly traded company.
Following the closing, the Delaware holding company plans to adopt a new corporate name and stock ticker while maintaining its listing on the public markets. The company will have a debt-free balance sheet, limited operating expenses, and substantial cash resources.
Domo’s Board of Directors intends to use the retained assets and cash proceeds to pursue opportunities that maximize shareholder value. These may include transactions designed to monetize the company’s sizable tax assets, investments that leverage expertise in artificial intelligence and automation, and potential capital return initiatives for shareholders.
Founder and Chief Executive Officer Josh James will continue leading the remaining public company alongside its existing Board of Directors.
Board Views Transaction as Best Outcome for Shareholders
Board Chair Carine Clark said the agreement follows an extensive evaluation of strategic alternatives conducted with the assistance of independent financial and legal advisors.
According to Clark, the Board unanimously concluded that selling Domo’s operating business to Progress represents the most compelling opportunity to deliver immediate value for shareholders while preserving the company’s significant tax assets for future use.
She noted that the transaction provides shareholders with an attractive premium while giving Domo’s technology platform access to the scale, financial resources, and enterprise software expertise necessary to support its long-term development under Progress’ ownership.
Founder Reflects on Domo’s Journey
Josh James described the transaction as an important milestone in Domo’s evolution.
He credited the company’s employees for building a platform that has helped organizations transform data into actionable business intelligence while continuously advancing innovation in analytics and artificial intelligence.
James expressed appreciation for employees, customers, and partners who contributed to the company’s growth, saying their dedication created the foundation that made the acquisition possible.
He also expressed confidence that Progress is well positioned to continue expanding Domo’s technology platform and delivering long-term value to customers while preserving the vision established during Domo’s development.
Progress Expands Enterprise AI Portfolio
Progress Software President and Chief Executive Officer Yogesh Gupta said Domo’s capabilities complement Progress’ strategy of delivering secure, enterprise-ready artificial intelligence solutions.
According to Gupta, Domo’s combination of data integration, governed analytics, workflow automation, and AI-powered data products strengthens Progress’ ability to help organizations manage trusted data while deploying AI responsibly and efficiently.
The acquisition also enhances Progress’ broader enterprise software portfolio by adding advanced analytics and automation capabilities that support data-driven decision-making across multiple industries.
Transaction Structure
The agreement covers substantially all assets associated with Domo’s operating business.
Among the assets transferring to Progress are:
- The Domo analytics and AI platform
- Customer contracts and commercial agreements
- Intellectual property and proprietary technologies
- Employee workforce
- Vendor relationships
- International subsidiaries
- Operational infrastructure and related liabilities
As Domo’s controlling shareholder, Josh James has already provided irrevocable written shareholder consent approving the transaction, satisfying the required shareholder approval process.
At closing, Domo will also fully repay its outstanding credit facility, leaving the remaining public company debt free.
The transaction is expected to close before November 30, 2026, which marks the end of Progress Software’s fiscal year, subject to customary regulatory approvals and standard closing conditions. Importantly, the acquisition is not contingent on financing, reducing execution risk.
Preserving More Than $900 Million in Tax Assets
Alongside the acquisition announcement, Domo disclosed the adoption of a Tax Benefits Preservation Plan designed to safeguard its valuable federal net operating loss carryforwards.
The plan aims to reduce the likelihood of an “ownership change” under Section 382 of the Internal Revenue Code, which could otherwise limit the company’s ability to utilize its accumulated tax losses.
With more than $900 million in NOL carryforwards, preserving these tax assets represents a significant strategic priority for the Board as it evaluates future business opportunities following the sale.
Financial and Legal Advisors
Domo retained Jefferies LLC as its exclusive financial advisor for the transaction, while Goodwin Procter LLP is serving as legal counsel.
Progress Software is being advised financially by Citi, with DLA Piper LLP (US) acting as legal counsel.
About Domo
Domo is an AI-powered data products platform that enables organizations to transform raw information into actionable business intelligence. The platform combines data integration, visualization, automation, analytics, and artificial intelligence capabilities to help businesses develop end-to-end data products that improve operational performance and decision-making.
Designed to work with customers’ preferred data environments, It supports everything from data preparation and visualization to embedded analytics applications and AI model deployment across multiple providers.
About Progress Software
Progress Software develops enterprise software solutions that help organizations maximize the value of artificial intelligence through secure data management, governance, workflow automation, and application development technologies. Its portfolio enables businesses worldwide to deploy trusted, scalable, and cost-effective AI solutions while maintaining control over enterprise data and digital operations.
Forward-Looking Information
The proposed acquisition remains subject to customary regulatory approvals and closing conditions. Statements regarding expected financial benefits, future strategic initiatives, tax asset utilization, shareholder returns, transaction timing, and post-closing plans constitute forward-looking statements that involve risks and uncertainties. Actual outcomes may differ materially based on regulatory decisions, market conditions, strategic opportunities, and other factors described in It’s filings with the U.S. Securities and Exchange Commission.
It also announced that it will distribute an information statement to shareholders regarding the approved transaction and expects to file additional materials with the SEC in connection with the sale. Shareholders will be able to access these documents through the SEC and It’s investor relations website once they become available.
Source link: https://www.businesswire.com