Wilson Sonsini Advises HashiCorp on IBM Acquisition

IBM has completed its $6.4 billion acquisition of HashiCorp, enhancing its hybrid cloud and AI capabilities. The deal strengthens IBM’s automation, security, and multi-cloud management offerings, integrating HashiCorp’s Terraform and Vault solutions with Red Hat and watsonx. HashiCorp’s technology will help enterprises streamline infrastructure and security lifecycle management. Wilson Sonsini served as HashiCorp’s legal advisor, highlighting its expertise in M&A and antitrust law. The acquisition supports IBM’s broader strategy to drive AI-driven IT automation and hybrid cloud innovation.

CONTENTS:

• IBM Finalizes $6.4 Billion Acquisition of HashiCorp, Strengthening Hybrid Cloud and AI Capabilities
• IBM Finalizes HashiCorp Acquisition, Strengthening Hybrid Cloud and AI Automation

Wilson Sonsini Advises HashiCorp on IBM Acquisition

Wilson Sonsini is proud to have served as the lead legal advisor to HashiCorp in its recently finalized acquisition by IBM. This engagement showcased the firm’s expertise in public company mergers and acquisitions, along with its strong capabilities in antitrust and competition law.

Wilson Sonsini Goodrich & Rosati is advising HashiCorp in its $6.4 billion acquisition by IBM, a deal announced on April 24, 2024. Under the terms of the agreement, IBM will acquire HashiCorp for $35 per share in cash, reinforcing its strategic focus on hybrid cloud and AI. HashiCorp, a leader in multi-cloud infrastructure automation, serves over 4,400 clients, including major enterprises like Bloomberg, Comcast, Deutsche Bank, GitHub, J.P. Morgan Chase, Starbucks, and Vodafone. Its developer-focused solutions are widely adopted, with 85% of the Fortune 500 utilizing its technologies.

In fiscal year 2024, HashiCorp’s community products for infrastructure and security surpassed 500 million downloads, highlighting their widespread use. The acquisition has been approved by both companies’ boards and is pending shareholder approval, regulatory reviews, and standard closing conditions, with completion expected by the end of 2024.

Wilson Sonsini’s Corporate/M&A team, led by Tony Jeffries, Michael Coke, and Amanda Urquiza, is handling the transaction, alongside experts in antitrust, regulatory compliance, cybersecurity, tax, employment law, and other legal areas. For more details, refer to the official news release from the companies.

IBM Finalizes $6.4 Billion Acquisition of HashiCorp, Strengthening Hybrid Cloud and AI Capabilities

IBM (NYSE: IBM) has successfully completed its $6.4 billion acquisition of HashiCorp, a leading provider of automation and security solutions for hybrid cloud infrastructure and generative AI. This acquisition bolsters IBM’s ability to accelerate innovation, enhance security, and optimize cloud value for enterprises.

With nearly 75% of businesses operating in hybrid cloud environments—spanning on-premises data centers and major public cloud providers—there is a growing need for efficient infrastructure management and security solutions. The rise of generative AI is expected to fuel the development of one billion cloud-native applications by 2028, making large-scale automation more critical than ever.

IBM’s Senior Vice President of Software and Chief Commercial Officer, Rob Thomas, emphasized the strategic importance of HashiCorp’s technology, stating that integrating its automation tools with IBM’s R&D and market reach will bring scalable hybrid cloud solutions to enterprises worldwide. HashiCorp CEO Dave McJannet echoed this vision, highlighting IBM’s global influence as a key driver for expanding HashiCorp’s impact in cloud automation and security. Additionally, HashiCorp co-founder and CTO Armon Dadgar noted that IBM’s resources will enable greater R&D investments, supporting the next wave of cloud-native applications.

Following the acquisition, HashiCorp’s products are now available through IBM, including:

• Terraform, a leading infrastructure provisioning tool that integrates with Red Hat Ansible Automation Platform for seamless cloud management.
• Vault, a security-focused secrets management solution that complements Red Hat OpenShift for hybrid cloud security.
• Terraform for IBM Z Applications, enabling efficient application deployment in hybrid environments.

HashiCorp’s solutions will also enhance IBM’s AI-driven automation software portfolio, helping businesses optimize IT spending, improve operational efficiency, and strengthen hybrid cloud integration.

As part of the transaction, IBM acquired all issued and outstanding HashiCorp shares for $35 per share in cash, valuing the deal at $6.4 billion.

IBM Finalizes HashiCorp Acquisition, Strengthening Hybrid Cloud and AI Automation

IBM (NYSE: IBM) has officially completed its acquisition of HashiCorp, integrating its industry-leading automation and security solutions into IBM’s hybrid cloud and AI ecosystem. This move enhances IBM’s ability to help businesses accelerate innovation, improve security, and maximize the value of their cloud investments.

With nearly 75% of enterprises operating in hybrid cloud environments, spanning both on-premises data centers and public cloud services, businesses increasingly seek efficient management and modernization solutions. The demand for automated infrastructure and security management is expected to grow exponentially, particularly as generative AI drives the development of one billion new cloud-native applications by 2028.

IBM’s Senior Vice President of Software and Chief Commercial Officer, Rob Thomas, emphasized the company’s commitment to expanding HashiCorp’s technology and global reach, ensuring its solutions are deeply integrated into enterprise data centers. HashiCorp CEO Dave McJannet highlighted the company’s decade-long experience in hybrid and multi-cloud environments, expressing confidence that IBM’s global presence will extend HashiCorp’s impact in automation and security. Co-founder and CTO Armon Dadgar echoed this sentiment, noting that IBM’s resources will accelerate R&D, enabling the next generation of cloud-native applications.

HashiCorp’s Terraform and Vault solutions, along with its broader product suite, are now part of IBM’s automation software portfolio, enhancing multi-cloud management and security. Key integrations include:

• Terraform + Red Hat Ansible Automation Platform – A powerful combination for infrastructure provisioning and application deployment.
• Vault + Red Hat OpenShift – Strengthening secrets management and security across hybrid cloud environments.
• Terraform for IBM Z Applications – Simplifying application deployment in hybrid cloud environments.

The acquisition reinforces IBM’s AI-driven IT automation strategy, aimed at helping organizations optimize IT spending, lower costs, and enhance operational efficiency. HashiCorp’s automation capabilities will support IBM’s Red Hat, watsonx, data security, IT automation, and consulting divisions, further strengthening IBM’s hybrid cloud leadership.

As part of the transaction, IBM acquired all issued and outstanding HashiCorp shares for $35 per share in cash, valuing the deal at $6.4 billion.