Home Community Insights Warburg Pincus Acquires Majority Stake in Raptor Technologies in $1.8bn Deal as NatWest Moves to Offload Cushon Stake to Willis Towers Watson

Warburg Pincus Acquires Majority Stake in Raptor Technologies in $1.8bn Deal as NatWest Moves to Offload Cushon Stake to Willis Towers Watson

Warburg Pincus Acquires Majority Stake in Raptor Technologies in $1.8bn Deal as NatWest Moves to Offload Cushon Stake to Willis Towers Watson

Warburg Pincus has agreed to acquire a majority stake in Raptor Technologies, a leading provider of safety software solutions for K-12 schools, from fellow investment firm Thoma Bravo, in a transaction that values the company at approximately $1.8 billion, according to sources familiar with the confidential matter.

The deal, which could be announced imminently, represents a significant transaction in the growing mission-critical software sector, driven by escalating demand for school safety technology.

The acquisition sees Warburg Pincus take control of the Houston-based technology firm following a period of rapid expansion under Thoma Bravo’s ownership. This sale was anticipated, as Reuters had reported in September that Thoma Bravo was exploring a sale of Raptor Technologies, which was expected to potentially fetch more than $2 billion based on reported EBITDA of over $80 million.

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As part of the new ownership structure, JMI Equity, another existing investor that has partnered with Raptor since 2021, will retain a significant minority stake in the company, reinvesting alongside Warburg Pincus. This continuity of investment from JMI suggests confidence in Raptor’s continued growth trajectory and market leadership.

The deal is expected to officially close in January 2026. Representatives for Warburg Pincus and Thoma Bravo declined to comment on the transaction, and Raptor Technologies and JMI Equity did not immediately respond to requests for comment.

Raptor Technologies specializes in providing a comprehensive suite of safety software solutions for the K-12 education market, covering the entire school safety lifecycle. Its globally integrated product portfolio supports key functions, including:

  • Crisis Prevention and Preparation: Tools for risk assessment and protocol development.
  • Emergency Response and Recovery: Technology to manage real-time communication, reunification, and recovery efforts during crises.
  • Safe Student Movement Management: Systems for visitor management, attendance automation, and controlled dismissal tracking.

The crucial nature of Raptor’s technology has made it increasingly sought-after, particularly in light of the continuous rise in school-based security incidents, including school shootings. Raptor’s website states that its platform is currently used by 60,000 schools across 55 countries, underscoring its broad market penetration and the critical demand for its Software-as-a-Service (SaaS) products.

The Thoma Bravo Legacy

Thoma Bravo’s four-year tenure as the majority owner was characterized by aggressive growth and strategic expansion. The firm, a leading software-focused private equity investor, partnered with Raptor and JMI Equity in 2021 and was instrumental in scaling the business, overseeing six strategic acquisitions. These acquisitions included UK-based CPOMS in 2021 (a leading provider of student safeguarding software) and SchoolPass in 2023 (a provider of cloud-based attendance and dismissal automation). These deals helped Raptor expand its platform beyond basic visitor management to encompass emergency management, student well-being, and campus movement solutions, transforming it into a comprehensive leader in school safety software globally.

The sale to Warburg Pincus, a global private equity firm with extensive experience in the technology and education technology sectors, signals the next phase of growth for Raptor, likely focusing on continued platform integration and international market expansion.

NatWest in Exclusive Talks to Offload Cushon Stake to Willis Towers Watson in Strategic U-Turn

Meanwhile, NatWest Group has entered exclusive talks to sell its 85% stake in the workplace pension provider Cushon to U.S. insurance broker Willis Towers Watson (WTW), a deal that signals a major strategic shift under the British bank’s current leadership.

The negotiations come barely two years after NatWest acquired control of the fintech firm.

According to people familiar with the confidential matter, the potential transaction could value Cushon at more than £150 million ($198.06 million). Both NatWest and WTW have remained publicly tight-lipped, with NatWest stating only that its “focus remains on delivering for our customers.”

The sources cautioned that discussions remain fluid and a transaction is not guaranteed.

The potential sale marks a sharp reversal of NatWest’s expansion into financial technology under former CEO Alison Rose.

NatWest paid £144 million for its 85% stake in Cushon, leaving management with the remaining 15%. This purchase was part of a broader rush by major UK lenders to acquire smaller, agile fintech firms to expand their product ranges and appeal to younger customers.

Cushon, known for its digital-first pension tools, has grown into a notable workplace pension and savings provider. As of early 2025, it manages roughly £3 billion in assets and serves more than 650,000 members across more than 21,000 employers. Its digital platform was originally intended to complement and modernize NatWest’s customer offerings.

Under current CEO Paul Thwaite, NatWest has pushed to simplify the bank’s structure and refocus on traditional core growth areas, such as mortgage lending and business banking. Industry analysts note that this shift makes divestment of non-core fintech investments, even those recently acquired, more likely. The discussions fit into a broader pattern of reassessment among big lenders after years of chasing high-growth fintech strategies.

A successful sale to Willis Towers Watson would be one of the most significant fintech exits involving a major UK bank this year. For WTW, the acquisition of Cushon’s digital platform and scale would serve to add significant scale to its existing workplace pensions and employee-benefits operations, strengthening its position in the competitive UK retirement market.

The negotiations continue behind closed doors, with both sides weighing the valuation, timing, and strategic fit. If the deal progresses, it would effectively unwind one of NatWest’s flagship fintech purchases, while potentially giving Cushon a new international owner at a moment when competition and consolidation in workplace pensions remain intense.

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