Wohl and Fruchter probe Varonis sale involving Varonis Systems stock

Published on 10/25/2026 at 13:53 | Editorial responsibility: Rafael Müller, Editor-in-Chief AD HOC NEWS

Varonis Systems stock was last at EUR 43.60 on October 23, 2026. The USD 49.75 cash bid remains the deal anchor, with results due November 3, 2026.

Sale review and operating growth

Wohl and Fruchter opened a fairness review on October 21, 2026, concerning the USD 49.75 cash offer.
Varonis reported USD 180.02 million of second-quarter revenue, up 18.30 percent year over year.
Varonis Systems stock closed at EUR 43.60 on Tradegate on October 23, 2026.
Varonis will publish third-quarter 2026 results on November 3, 2026.

VRNS, US9222801022, Illustration mit AI erstellt.

Varonis Systems stock is tied to a proposed USD 49.75 cash deal while Wohl and Fruchter examines whether the offer fairly values the company. The law firm announced its review on October 21, 2026, after Proofpoint agreed to acquire Varonis in a USD 6.3 billion transaction announced on October 15, 2026, according to GlobeNewswire.

Why the USD 49.75 bid matters

Proofpoint's all-cash proposal gives Varonis shareholders USD 49.75 per share and values the transaction at USD 6.3 billion. The offer represented a 52.00 percent premium to Varonis's USD 32.71 closing price on June 22, 2026, and a 17.00 percent premium to the USD 42.35 close on September 1, 2026, the transaction announcement said.

The proposed deal is expected to close in the first half of 2027, subject to shareholder and regulatory approvals. Until then, the companies will operate separately; completion would make Varonis private and end its Nasdaq listing. The transaction values Varonis at 53.00 times last-twelve-month free cash flow and 8.40 times last-twelve-month revenue.

What does the operating picture show?

Varonis reported USD 180.02 million of second-quarter 2026 revenue, an 18.30 percent year-over-year increase. The company also reported adjusted earnings per share of USD 0.04 against a USD 0.01 consensus estimate, according to MarketBeat. The same report said revenue exceeded consensus of USD 176.83 million.

Three dates shape the transaction

On July 28, 2026, Varonis reported USD 180.02 million of quarterly revenue. On October 15, 2026, Proofpoint announced the USD 6.3 billion acquisition. On October 21, 2026, Wohl and Fruchter opened a fairness review of the USD 49.75 offer, citing its position below Varonis's USD 63.80 52-week high.

Next reporting date

Varonis is scheduled to publish third-quarter 2026 results after the U.S. market close on November 3, 2026. The transaction announcement said there will be no earnings conference call because of the proposed acquisition.

Stock price and transaction risk

The stock's remaining valuation is now closely linked to the cash offer and the completion conditions rather than to a standalone earnings multiple. The last Tradegate quote closed at EUR 43.60 on October 23, 2026.

The further course of trading is shown by the continuously updated real-time quote of Varonis Systems stock.