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NASDAQ: PRGS PROGRESS SOFTWARE CORP /MA 8-K

Progress Software to acquire Domo's AI and data platform business for $400M cash

Filed July 22, 2026 · Period ending July 22, 2026 · ~2 min read

5 key changes 2 high relevance 5 sections

Key Changes

  • high

    Progress entered into an agreement to acquire substantially all assets of Domo's AI and data platform business for $400M cash, funded with cash on hand and existing revolver borrowings. The asset purchase excludes Domo's NOL carryforwards; Domo Inc. remains a public company post-close.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • high

    The acquisition adds ~2,400 customers generating ~$318M in trailing twelve-month revenue, with 86% of ARR on consumption-based contracts and >100% net revenue retention on consumption-native contracts. Closing expected in fiscal Q4 2026.

    Exhibit 99.2 view on EDGAR →
  • medium

    Progress secured a voting and support agreement with Domo stockholders holding sufficient voting power to approve the transaction, eliminating the need for further stockholder approval. HSR antitrust clearance remains required; no financing condition.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • medium

    Pro forma net leverage expected to remain below 3.0x with no material impact to the leverage ratio. Management plans to de-lever aggressively after closing and expects to fully realize cost synergies by end of FY2027.

    Exhibit 99.2 view on EDGAR →
  • medium

    Progress anticipates Q3 FY2026 revenue and non-GAAP EPS will be within or above the high end of previously issued guidance from June 30, 2026, indicating core business performance remains on track.

    Exhibit 99.1 view on EDGAR →

Summary

Progress Software announced a $400 million cash acquisition of substantially all assets of Domo's AI and data platform business, marking a significant expansion of its data and analytics capabilities.

The deal adds approximately 2,400 customers generating roughly $318 million in trailing twelve-month revenue, with 86% of ARR on consumption-based pricing and greater than 100% net revenue retention on consumption-native contracts. Progress will fund the acquisition using cash on hand and its existing $1.5 billion revolving credit facility, with pro forma net leverage expected to remain below 3.0x.

The transaction structure reduces execution risk: Progress secured a voting and support agreement with Domo stockholders holding sufficient voting power to approve the deal, eliminating the need for further stockholder approval, and there is no financing condition. The only remaining closing condition is HSR antitrust clearance. The asset purchase excludes Domo's net operating loss carryforwards, and Domo Inc. will remain a publicly-listed company operating under a new name post-closing. Management positions the acquisition as part of its Total Growth Strategy, accelerating capabilities for an AI-ready data layer to enable enterprise AI deployment at scale. Progress expects to fully realize cost synergies by the end of fiscal 2027 and plans to de-lever aggressively after closing, consistent with past acquisition patterns. The company reiterated that Q3 fiscal 2026 revenue and non-GAAP EPS are expected to be within or above the high end of previously issued guidance, suggesting core business performance remains solid despite the pending acquisition.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~900 words

Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.

2 Added
Added Domo AI and Data Platform Business acquisition high

Added in current filing · verify on EDGAR →

On July 22, 2026, Progress Software Corporation (“Progress”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Domo, Inc., a Delaware corporation (the “Seller”), pursuant to which Progress has agreed to acquire substantially all of the assets and employees, excluding the Seller’s net operating loss carryforwards, and assume certain liabilities of the Seller used in the operation of its business of providing software platforms, applications, tools and related technologies for business intelligence, data visualization, reporting and dashboarding, data integration and analytics, embedded and distributed analytics, workflow and process automation, AI-powered data products and AI agents, and data governance and data management, in each case delivered on a cloud-based, hosted, on premises or hybrid basis to enterprise, commercial and governmental customers (the “AI and Data Platform Business”).

Progress Software has agreed to acquire Domo's AI and Data Platform Business, which provides business intelligence, data visualization, analytics, workflow automation, and AI-powered data products delivered via cloud, on-premises, or hybrid models. The acquisition includes substantially all assets and employees but excludes Domo's net operating loss carryforwards. This represents a significant expansion of Progress's data and analytics capabilities.

Added Closing conditions medium

Added in current filing · verify on EDGAR →

The obligations of Progress and the Seller to consummate the Transaction are subject to the satisfaction or waiver of certain customary conditions, including, among other things, the expiration or termination of the applicable waiting period under the Hart-Scott Rodino Antitrust Improvements Act of 1976, as amended, and the filing with the SEC of an information statement relating to the approval of the Transaction by a requisite majority of stockholders of the Seller. There is no financing condition to consummate the Transaction.

The transaction requires Hart-Scott-Rodino antitrust clearance and SEC filing of an information statement for Domo stockholder approval. The absence of a financing condition means Progress has committed funding in place, reducing the risk of deal failure due to financing issues.

Event · Item 2.02 — Results of Operations and Financial Condition

~100 words

Progress Software updated its Q3 FY2026 guidance via press release.

1 Added
Added Q3 FY2026 guidance update high

Added in current filing · verify on EDGAR →

On July 22, 2026, Progress issued a press release (the “Press Release”) which provided an update on its previously issued guidance for the third fiscal quarter of 2026.

Progress Software issued a press release updating its previously issued guidance for the third fiscal quarter of fiscal year 2026. The 8-K does not disclose the specific updated guidance figures or the nature of the revision (upward or downward). The full details are contained in the press release attached as Exhibit 99.1.

Event · Item 7.01 — Regulation FD Disclosure

~600 words

Item 7.01 — Regulation FD Disclosure filed; see Key Changes for terms.

2 Added
Added Acquisition announcement high

Added in current filing · verify on EDGAR →

The Press Release also announced the execution of the Purchase Agreement.

Progress Software has executed a purchase agreement to acquire an AI and Data Platform Business. The filing references a press release (Exhibit 99.1) and investor presentation (Exhibit 99.2) with details, and an investor call was scheduled for July 22, 2026 at 5:00 p.m. Eastern time. The specific financial terms, purchase price, and target company details are not disclosed in the 8-K body itself but are referenced in the attached exhibits.

Added Transaction risks medium

Added in current filing · verify on EDGAR →

Risks, uncertainties and other important factors that could cause actual results to differ from those expressed or implied in the forward looking statements include: Progress’ ability to close the Transaction, the expected time of closing or the expected benefits therefrom; uncertainties as to the effects of disruption from the acquisition of the AI and Data Platform Business making it more difficult to maintain relationships with employees, licensees, other business partners or governmental entities; other business effects, including the effects of industry, economic or political conditions outside of Progress’ or the Seller’s control; transaction costs; actual or contingent liabilities; uncertainties as to whether anticipated synergies or tax benefits will be realized; and uncertainties as to whether the AI and Data Platform Business will be successfully integrated with Progress' business.

The company disclosed standard acquisition-related risks including ability to close the transaction, integration challenges, relationship disruptions with employees and business partners, transaction costs, contingent liabilities, and uncertainty around realizing anticipated synergies or tax benefits. These are typical disclosures for material acquisitions.

Event · Exhibit 99.1

4 Added
Added Domo acquisition high

Added in current filing · view on EDGAR →

Progress Software (Nasdaq: PRGS), an AI infrastructure software leader, today announced that it entered into an agreement to acquire substantially all of the assets and assume certain liabilities of Domo, including its AI and data products platform.

Progress Software announced an agreement to acquire substantially all assets and assume certain liabilities of Domo, including its AI and data products platform. The acquisition aims to strengthen Progress' data platform offerings by adding Domo's agentic platform for the intelligent enterprise, which enables businesses to access, integrate and leverage their data at scale.

Added Transaction terms high

Added in current filing · view on EDGAR →

The transaction is structured as an asset purchase where Progress intends to acquire substantially all of the assets and assume certain liabilities of Domo for a cash purchase price of $400 million. The acquisition is currently expected to close within Progress’ fiscal year, ending November 30, 2026, subject to obtaining regulatory approvals and the satisfaction of other customary closing conditions as set forth in the definitive agreement.

Progress expects to finance the transaction with a combination of cash and Progress’ existing revolving credit facility.

The acquisition is structured as a $400 million cash asset purchase, expected to close within Progress' fiscal year ending November 30, 2026, subject to regulatory approvals and customary closing conditions. Progress will finance the transaction using a combination of cash and its existing revolving credit facility.

Added Domo customer base and partnerships medium

Added in current filing · view on EDGAR →

Domo will add a customer base of over 2,400 businesses, as well as a global and strategic ecosystem of cloud data warehouse technology partnerships.

The acquisition will add over 2,400 business customers to Progress' base, along with a global ecosystem of cloud data warehouse technology partnerships. This expands Progress' market reach and strategic technology relationships in the AI and data platform space.

Added Strategic rationale medium

Added in current filing · view on EDGAR →

The proposed acquisition of Domo’s AI and data platform business is another example of the continued execution of Progress’ Total Growth Strategy. Progress continues to maintain financial discipline while seeking to acquire strong businesses with products that complement its existing AI solutions portfolio, include a robust customer base with strong retention rates and solid recurring revenue, and align with its company culture.

Progress positions the Domo acquisition as part of its Total Growth Strategy, emphasizing financial discipline while acquiring businesses with complementary products, strong customer retention, solid recurring revenue, and cultural alignment. This signals Progress' ongoing M&A approach focused on strategic fit and financial prudence.

Event · Exhibit 99.2

4 Added
Added Domo acquisition announcement high

Added in current filing · view on EDGAR →

Purchase Price $400M (~$355M after expected tax benefits on NPV basis, net cash at close, and seller transaction expenses) – Asset purchase structure – PRGS is acquiring substantially all of the assets and only certain liabilities of Domo – Domo brand name and marks will transfer to Progress

Progress Software announced it will acquire substantially all assets of Domo's AI and data platform business for $400 million in an asset purchase structure. The effective purchase price is approximately $355 million after accounting for minimum closing cash of $25 million, NPV of tax basis step-up of $35 million, and $15 million in transaction expenses. Domo, Inc. will remain a publicly-listed company operating under a new name and ticker post-closing.

Added Transaction financing and leverage high

Added in current filing · view on EDGAR →

Funding with cash on hand and borrowings under existing $1.5B Revolver • No material impact to pro forma net leverage ratio, expected to remain below 3.0X • Similar to past acquisitions, Progress expects to de - lever aggressively after closing

The acquisition will be funded using cash on hand and borrowings under Progress's existing $1.5 billion revolving credit facility. Management expects pro forma net leverage to remain below 3.0x with no material impact to the leverage ratio, and plans to de-lever aggressively after closing, consistent with past acquisition patterns.

Added Transaction timeline and synergies medium

Added in current filing · view on EDGAR →

Closing expected in Fiscal Q4 2026 • Cost synergies expected to be fully realized by end of FY2027 • Targeting pro forma operating margins similar to past deals

The transaction is expected to close in Progress's fiscal Q4 2026. Management expects to fully realize cost synergies by the end of fiscal year 2027 and targets pro forma operating margins similar to previous acquisitions. The deal has an irrevocable commitment to approve from Domo's controlling stockholder.

Added Strategic rationale medium

Added in current filing · view on EDGAR →

Significantly Expands our Progress Data Platform Portfolio x Accelerates foundational capabilities for the “AI - Ready Data Layer” enabling enterprise AI deployment at scale x Adds Scaled Customer Base & Strategic Ecosystem

Progress positions the acquisition as significantly expanding its data platform portfolio and accelerating capabilities for an AI-ready data layer to enable enterprise AI deployment at scale. The deal adds Domo's customer base and ecosystem to Progress's existing data platform offerings including MarkLogic and Semaphore.

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