Cybersecurity company Proofpoint has agreed to acquire data security firm Varonis Systems (VRNS) in an all-cash transaction valued at approximately $6.3 billion. Varonis shareholders will receive $49.75 per share, a significant premium to the company’s recent trading levels before acquisition rumors surfaced.

Backed by private equity firm Thoma Bravo, which owns Proofpoint, the deal aims to create a comprehensive cybersecurity platform. The combined company will focus on protecting data and AI from sophisticated threats, combining Proofpoint’s expertise in human and agent cybersecurity with Varonis’s leadership in data and AI security.

The deal is expected to close in the first half of 2027, pending shareholder and regulatory approvals.