8-KMaterial AgreementsOther EventsExhibits & Filings

Workday, Inc. 8-K Report, Material Agreement (Jun 11, 2018)

Filed June 11, 2018For Securities:WDAY

Summary

Workday, Inc. announced on June 11, 2018, that it has entered into a definitive Agreement and Plan of Merger to acquire Adaptive Insights, Inc. The acquisition is structured as a merger of Workday's wholly-owned subsidiary with and into Adaptive Insights, with Adaptive Insights surviving as a wholly-owned subsidiary of Workday. The total transaction value is approximately $1.55 billion, comprised of cash payments and the assumption of unvested equity awards, with additional awards to be granted to continuing Adaptive Insights employees. This strategic move significantly expands Workday's capabilities in the financial planning and analysis (FP&A) market. The acquisition is not subject to a financing condition, indicating Workday's financial readiness. The transaction is subject to customary closing conditions, including regulatory approvals such as the Hart-Scott-Rodino Act waiting period. Investors should monitor the closing of this significant acquisition and its integration for future growth and synergy realization.

Key Highlights

  • 1Workday, Inc. entered into a Merger Agreement to acquire Adaptive Insights, Inc. on June 11, 2018.
  • 2The total consideration for the acquisition is approximately $1.55 billion.
  • 3The acquisition is structured as a merger, with Adaptive Insights becoming a wholly-owned subsidiary of Workday.
  • 4The transaction includes cash payments and the assumption of vested and unvested equity awards, plus new awards for continuing employees.
  • 5The acquisition is not subject to a financing condition, indicating Workday has secured the necessary funds.
  • 6Closing of the merger is subject to customary conditions, including antitrust approvals (e.g., Hart-Scott-Rodino Act).
  • 7A press release announcing the agreement was issued and attached as an exhibit.

Frequently Asked Questions

This 8-K filing announces Workday, Inc.'s entry into a material definitive agreement to acquire Adaptive Insights, Inc., providing details about the transaction terms and structure.

The acquisition is valued at approximately $1.55 billion. It aims to enhance Workday's product offerings, particularly in financial planning and analysis, potentially driving future revenue growth and market share.

Yes, the closing is subject to customary conditions, including the expiration of the waiting period or receipt of approvals under antitrust laws like the Hart-Scott-Rodino Act. The acquisition is not contingent on Workday securing financing.

Potential risks include uncertainties in the timing of closing, failure to satisfy closing conditions, material adverse changes in Adaptive Insights, integration challenges, failure to achieve expected benefits or financial results, and negative impacts on Workday's business operations or stock price.