Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Industrials · Services-Business Services, NEC

Haveli Investments to acquire ZeroFox Holdings, Inc.

Announced Feb 6, 2024 · Closed May 13, 2024

Deal value$350MEV $350M
Premium20.0%To unaffected price
EV / Adj. EBITDA—
ConsiderationAll cash$1.14 per share

Transaction

Acquirer
Haveli Investments
Target
ZeroFox Holdings, Inc.
Buyer type
Private equity
Offer price per share
$1.14
Enterprise value
$350M
Status
Closed May 13, 2024

Deal protections

Break fee (target pays)
$5.3M · 1.5%
Reverse fee (buyer pays)
$10.0M · 2.9%
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
BTIG, Evercore
To the target
Piper Sandler

Sector context · Industrials

Comparable deals
82 in the prior 24 months
Premium
20.0% vs. 45.0% sector median
EV / Adj. EBITDA
Sector median 10.8x
Break fee
1.5% vs. 2.8% sector median

Timeline

  1. AnnouncedFeb 6, 2024
  2. Proxy filedMar 8, 2024
  3. Definitive proxyMar 18, 2024
  4. Shareholder voteApr 30, 2024
  5. ClosedMay 13, 2024
Sources
  • 8-K (EX-99) · Feb 6, 2024
  • 8-K · Feb 6, 2024
  • DEFA14A · Feb 6, 2024
  • DEFA14A · Feb 15, 2024
  • 8-K · Mar 6, 2024
  • 8-K (EX-99.1) · May 13, 2024

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.