Ellie Mae: The $3.7B Take-Private That Became an $11B Exit

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Feb 26, 2026

Holden Spaht, Managing Partner at Thoma Bravo who led the Ellie Mae investment and transformation, shares the story behind turning a $3.7B take-private into an $11B sale. He covers the hunt for the opportunity, rapid post-close operational overhaul, pricing and packaging shifts, M&A plays, and the rare reverse re-trade that bumped the deal value.

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INSIGHT

Market Misread Pricing Beta As Structural Decline

Ellie Mae's public decline was driven by mortgage-cycle beta, not deteriorating fundamentals.
Orlando Bravo noted the firm's seat-plus-per-loan pricing amplified sensitivity to refinancing slowdowns, creating a mispriced buy opportunity.

ADVICE

Tell Founders The Exact Cost Cuts You Need

Be explicit with founders about required margin improvement when underwriting a high-price software buyout.
Orlando told CEO Jonathan Kor they needed roughly $100M of cost cuts to reach target cashflow and justified it with portfolio benchmarks.

ANECDOTE

Winning Model Built Over A Saturday At Orlando's House

The final bid weekend played out at Orlando's house where the team reworked the model all night.
Holden Spaht recalls the team sleeping little, digging into customer-level pricing and leaving fired up to win the deal.

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In this episode of Thoma Bravo’s Behind the Deal, Managing Partner Holden Spaht and Partner Brian Jaffee revisit the take-private and sale of Ellie Mae — a leading U.S. mortgage loan origination system — and how a $3.7B investment became an $11B exit to Intercontinental Exchange (ICE) just over a year later.
They break down the original investment thesis, the operational playbook, pricing and packaging strategy, and the M&A decisions that drove one of the firm’s landmark exits — including the rare “reverse re-trade” that moved the final agreement from $10B to $11B.
For more information on Thoma Bravo’s Behind the Deal, visit https://www.thomabravo.com/behindthedeal
Learn more about Thoma Bravo: https://www.thomabravo.com/
Learn more about Ellie Mae (now ICE Mortgage Technology): https://mortgagetech.ice.com/

Disclaimer: This podcast is for informational purposes only and does not constitute an advertisement. Views expressed are those of the individuals and not necessarily the views of Thoma Bravo or its affiliates. Thoma Bravo funds generally hold interest in the companies discussed. This podcast should not be construed as an offer to solicit the purchase of any interest in any Thoma Bravo fund.

Certain statements about Thoma Bravo made by portfolio company executives are intended to illustrate Thoma Bravo's business relationship with such persons rather than Thoma Bravo's capabilities or expertise with respect to investment advisory services. Portfolio company executives were not compensated in connection with their podcast participation, although they generally received compensation and investment opportunities in connection with their portfolio company roles and in certain cases are also owners of portfolio company securities and or investors in Thoma Bravo funds. Such compensation and investments subject podcast participants to potential conflicts of interest. In addition, this podcast includes forward-looking statements. These statements are based on current expectations and assumptions and involve significant risks and uncertainties that could cause actual results to differ materially.