Blackline Safety Corp. (BLN) has entered a definitive arrangement agreement to be acquired by an affiliate of Francisco Partners Management, L.P. for up to $9.50 per share.
The Calgary-based company announced that the transaction represents an aggregate fully diluted equity value of approximately $850 million.
Shareholders will receive $9.00 in cash at closing plus one contingent value right (CVR) per share.
This CVR entitles holders to additional payments if the company achieves specific annualized recurring revenue (ARR) targets by October 31, 2027.
The cash consideration represents a 28% premium to the 20-day volume weighted average price as of April 7, 2026.
“As Blackline transitions to a private company, this new partnership with Francisco Partners provides the financial strength, sector expertise and shared vision to continue our growth and strengthen our technology leadership,” said Cody Slater, CEO and Chair of Blackline Safety.
A group of rollover shareholders, including Slater and DAK Capital Inc., have agreed to exchange approximately 31% of the issued shares for equity in the purchaser.
The acquisition will be implemented via a plan of arrangement under the Business Corporations Act (Alberta) and requires approval from two-thirds of the votes cast by shareholders.
Blackline Safety expects to hold a special meeting in June 2026 to consider the proposal.
The agreement includes a $30.6 million termination fee payable by the company and a $56.3 million reverse termination fee payable by the purchaser.
Any superior proposals are subject to a five-day matching right held by Francisco Partners.
Independent valuator CIBC World Markets Inc. concluded the fair market value of the shares ranged between $8.15 and $11.10 as of April 7, 2026.
The Board of Directors unanimously recommended the transaction following a strategic review and a targeted sale process.
Following the completion of the deal, the shares will be delisted from the Toronto Stock Exchange (TSX).
The company will subsequently cease to be a reporting issuer in all applicable Canadian jurisdictions.
The transaction is subject to court and regulatory approvals and is expected to close in the second calendar quarter of 2026.
