Proofpoint will pay 53 times Varonis's past-year free cash flow. Brent swung to a four-week high. Utilities did much of the work in industrial output. Partners Group cut or moved dozens of staff, a report said.

THE NUMBER

53 times.

That is what Proofpoint will pay for Varonis, measured against its trailing free cash flow, the companies say. Thoma Bravo, which owns Proofpoint, has committed the equity. Lenders have committed the debt. A day later, many software stocks fell 5% to 10%. A private buyer agreed to rich terms a day before the market marked the group down.

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THE SETUP
IN FOCUS

Many Software Stocks Fell 5% to 10%. Varonis, With Its Buyer's Cash Lined Up, Held Near Its Deal Price.

Software and security stocks slid Friday. A software fund closed down 4.8%. Okta fell 10% and Snowflake 8%. No company in the group issued news that would explain it. A Palo Alto flaw being blamed was made public on Wednesday.

Varonis (VRNS) opened about 3% higher, then barely moved. Proofpoint agreed Thursday to buy it for $49.75 a share in cash. It closed about 2.1% below that. This morning, PMD said traders would be pricing real risk if the spread's yearly return topped Treasury yields. Through Friday's slide, the gap stayed about where it was. If the deal closes by June, that test says traders are not pricing real risk.

Thoma Bravo took Proofpoint private in 2021. Now it is making it bigger rather than selling it. Ontario Teachers' pension plan has agreed to invest in Proofpoint. The firms have not said how much debt is involved, or who lends it. There is no financing condition.

For Thoma Bravo's investors, the deal is likely to mean more money tied up, more debt and a longer wait for cash. A larger company may be easier to sell or list later.

A Signed Price Held. The Market's Price Fell.

Friday's selling came without company news. Varonis has a signed cash buyer, and it held near the offer. One reading is that crowded bets unwound before the weekend. If the slide runs on into this month's software earnings without news, that reading weakens.

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SIGNALS IN MOTION

SIGNAL 1: CoreWeave's Bonds Headed for a Fifth Weekly Drop. Junk-Bond Funds Slipped About 0.4%.

On Thursday, PMD said the stress stayed narrow, for now. On Friday, the stock selling widened to software. CoreWeave (CRWV) issued no news. It closed down 11.9%, nearly a quarter below Monday's close.

Its June bonds pay a 9.625% coupon. This week, their prices imply a yield of about 15%, a report said. A bond due in 2031 was on course for a fifth weekly drop. Default insurance on its debt hit a record this week, S&P Global data show. Yet the two most heavily traded junk-bond funds fell only about 0.4%.

What Resolves This

Any CoreWeave financing would show what new money costs it. A close below Thursday's low of $59.51 would be its weakest of the selloff.

SIGNAL 2: Import Prices Ran the Hottest Since 2022. Kalshi's Hike Bet Barely Moved.

This morning, PMD set a test for Kalshi's October hike contract. If import prices moved it no more than producer prices did, traders had left October to the chair. They moved it less. Import prices rose 1.1% in September. Without fuel, they rose 6% from a year ago, the most since April 2022. That came even as the dollar was stronger than a year earlier.

At 1:46 p.m., the contract was at 13 cents, where it stood before the data. Its last trade, at 3:58 p.m., was at 14 cents. Two big orders bet against a hike. Together they put about $88,000 at risk to win about $12,000. Buying followed both. On Friday morning, futures put the odds of a hold at about 85%.

What Resolves This

The Fed's quiet period starts Saturday. A jump above 20 cents with no new data would point to a bet against the consensus.

SIGNAL 3: Strategy Fell Nearly 10% as Bitcoin Slipped Less Than 1%. It Offered Preferred Holders Daily Dividends.

This morning, PMD said MSCI's Nov. 11 list would name the firms that fail its new index test. Strategy (MSTR) slid on the first full trading day after MSCI's rule. It closed down 9.6%. A report said MSCI's list of possible deletions includes it. Other crypto-treasury firms fell less.

Before the open, Strategy said its STRC preferred would pay 12% a year in daily payouts in November. That needs a holder vote on Oct. 28. It plans to recommend the 12% rate until STRC trades near $100. Bitcoin miners Riot and IREN fell with AI stocks, each by more than 11%. Late Friday, bitcoin was near $81,500.

What Resolves This

The Oct. 28 vote, then STRC's price against $100, will show if the preferred channel still works. MSCI's final list lands Nov. 11.

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WHAT MOST WILL MISS
THE CROSSOVER

Private Market Trends Driving Public Market Moves

A price backed by committed cash held. Money still to be raised cost more.

Varonis, with Proofpoint's equity and debt committed, held near $49.75. CoreWeave's bonds imply about 15% on money it may need next. Strategy is offering 12% paid daily to keep preferred buyers. If software keeps falling without news, a signed cash offer would look better to boards than the market's price. Firms that must raise money would keep paying more for it.

Rates Just Reset. Who Feels It First?

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