Canvas LMS Provider Instructure Considers Sale

Nov 18, 2019

The board of learning management system provider Instructure is open to taking the publicly traded company private.

In a statement Thursday, Instructure said it may sell to a strategic partner or continue as a standalone public company as part of an exploration of “strategic alternatives in order to maximize shareholder value.” The company, based in Salt Lake City, has canceled an upcoming informational event for financial analysts Dec. 3 to instead focus on strategy.

“The company has not set a formal timetable for this exploration, nor has it made any decisions related to strategic alternatives at this time,” according to the statement. “While Instructure is pursuing opportunities, there is no assurance that the process will result in a transaction. The company does not expect to make additional public comment regarding these matters until the board approves a specific action or otherwise concludes the process.”

Instructure will use JPMorgan as a financial adviser and Cooley as a legal adviser. During Instructure’s latest quarterly earnings call, CEO Dan Goldsmith told investors “nothing is off the table” in response to a question about a sale or spinoff of its corporate LMS product Bridge, whose customers have taken longer than expected to roll out the product companywide.

Instructure has faced scrutiny over the past several months from activist investors, according to a report from investment bank SunTrust Robinson Humphrey. The bank puts Bridge at a $30 million-plus business that is “burning tens of millions in cash” with a difficult to decipher growth rate. SunTrust believes Bridge is still less than 20 percent of the total company.

The bank is also disappointed in the canceled financial analyst event, which may have come with new information on Bridge and Instructure’s signature product, the LMS Canvas.

“We are not surprised by this news since the company announced a strategic review of the corporate Bridge business on the last earnings call and reviewing the business's future as a whole would be the next natural progression,” according to the SunTrust report.

The last time a publicly traded learning management system provider was taken private was Blackboard, back in 2011. Private equity firm Providence Equity Partners bought Blackboard for $1.64 billion. This was about three times the next twelve months revenue Blackboard reported at the time. SunTrust reported Instructure could have a value of between $62 to $70 a share if taken private.

Instructure’s stock rose about 2 percent from Thursday to mid-day Monday.


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