Bain ‘does not intend’ to make offer for Craneware

Craneware CEO Keith Neilson

Bain Capital said on Wednesday it does not intend to make a firm takeover offer for Edinburgh-based Craneware, a provider of software for the US healthcare market.

Craneware confirmed that it rejected a £26.50 per share proposal from Bain Capital that would have valued the Edinburgh company at about £939.4 million. Craneware shares fell about 3% to around £19.47.

The Edinburgh firm said” “The Board of Craneware notes the statement by Bain Capital Private Equity (Europe), LLP (Bain Capital) that Bain Capital is no longer considering a possible offer for Craneware. As a result, Bain Capital is bound by the restrictions set out in Rule 2.8 of the Takeover Code. 

The Board confirms that it rejected a proposal from Bain Capital that valued Craneware at £26.50 per share, a price which the Board believes fundamentally undervalues Craneware and its prospects. The proposal was received without the parties entering into a due diligence process.

The Board is fully confident in the ongoing execution of Craneware’s strategy and that its continued successful delivery will create significant value for shareholders. The Board believes that the proposal received from Bain is not in the best interest of shareholders and is not consistent with the Board’s understanding of the objectives of shareholders.

The Board believes the Company’s share price performance over the last 12 months is not reflective of the Company’s trading performance and the continued improving prospects of the business, instead reflecting non-Craneware specific market factors.

The Board confirms trading in the year to 30 June 2025 has been strong, with continued growth in revenue and adjusted EBITDA, and further Earnings, ARR and NRR acceleration.”

Bain Capital said: “Further to the announcement on 16 May 2025 regarding a possible offer for Craneware plc, Bain Capital Private Equity (Europe), LLP, in its capacity as an adviser to the funds managed and/or advised by it or its affiliates (the “Bain Capital Funds”), confirms that it does not intend to make a firm offer for Craneware.

This is a statement to which Rule 2.8 of the Code applies. Accordingly, Bain Capital and any person(s) acting in concert with it will, except with the consent of the Panel on Takeovers and Mergers (the “Takeover Panel”), be bound by the restrictions set out in Rule 2.8 of the Code …”