Stifel analyst Brad Reback downgraded HashiCorp to Hold from Buy with a price target of $35, up from $28, after the company entered into a definitive agreement under which IBM will acquire it for $35 per share in cash, representing an enterprise value of $6.4B.

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IBM (IBM) and HashiCorp(HCP) announced they have entered into a definitive agreement under which IBM will acquire HashiCorp for $35 per share in cash, representing an enterprise value of $6.4B. HashiCorp's suite of products provides enterprises with extensive Infrastructure Lifecycle Management and Security Lifecycle Management capabilities to enable organizations to automate their hybrid and multi-cloud environments. Today's announcement is a continuation of IBM's deep focus and investment in hybrid cloud and AI, the two most transformational technologies for clients today. Under the terms of the agreement, IBM will acquire HashiCorp for $35 per share in cash, or $6.4B enterprise value, net of cash. HashiCorp will be acquired with available cash on hand. The boards of directors of IBM and HashiCorp have both approved the transaction. The acquisition is subject to approval by HashiCorp shareholders, regulatory approvals and other customary closing conditions. The company's largest shareholders and investors, who collectively hold approximately 43% of the voting power of HashiCorp's outstanding common stock, entered into a voting agreement with IBM pursuant to which each has agreed to vote all of their common shares in favor of the transaction and against any alternative transactions. The transaction is expected to close by the end of 2024.

IBM (IBM) is nearing a deal to acquire HashiCorp (HCP) for about $35 per share, Ryan Gould and Brody Ford of Bloomberg report, citing people with knowledge of the matter. IBM and HashiCorp could announce the deal as soon as Wednesday, sources told Bloomberg. Shares of HashiCorp are up 9% to $31.81 following the report.

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BTIG downgraded HashiCorp (HCP) to Neutral from Buy without a price target. The analyst sees a balanced risk/reward after the stock's recent run following takeover speculation. The firm believes the potential takeover by IBM (IBM) has a "lot of merits." HashiCorp is a good strategic asset with strong product capabilities, and deal synergies with a large acquirer such as IBM would be substantial, the analyst tells investors in a research note. Given there is still some uncertainty on a deal being consummated and a typical closing process in the 6-9 month range, BTIG sees limited incremental upside to shares in the near term.