Private-equity firms Clayton, Dubilier & Rice (CD&R) and KKR have entered into a definitive agreement to buy enterprise data cloud company Cloudera in an all-cash transaction valued at approx. $5.3 billion. The transaction will result in Cloudera becoming a private company and is likely to close in the second half of 2021.

The Board of Directors of Cloudera unanimously approved the transaction and recommended that the Cloudera shareholders approve the transaction and adopt the merger agreement.

Entities related to Icahn Group, collectively holding approximately 18% of the outstanding shares of Cloudera common stock, have entered into a voting agreement pursuant to which they have agreed, among other things, to vote their shares of Cloudera common stock in favor of the transaction.

“This transaction provides substantial and certain value to our shareholders while also accelerating Cloudera’s long-term path to hybrid cloud leadership for analytics that span the complete data lifecycle – from the Edge to AI,” said Rob Bearden, CEO of Cloudera.

“We believe that as a private company with the expertise and support of experienced investors such as CD&R and KKR, Cloudera will have the resources and flexibility to drive product-led growth and expand our addressable market opportunity,” he added.

KKR is making the investment from its North American private equity funds, adding to KKR’s experience helping to grow leading global technology businesses, including GoDaddy, Internet Brands, Epicor, BMC, Optiv, Calabrio, Corel and 1-800 Contacts. CD&R’s investments in technology-related businesses include Epicor, Capco, m2gen, Sirius Computer Solutions, and TRANZACT.

The agreement includes a 30-day “go-shop” period expiring on July 1, 2021, which allows the Board and its advisors to actively initiate, solicit and consider alternative acquisition proposals from third parties – with an additional 10 days to negotiate a definitive agreement with qualifying parties.