Darktrace is a Cambridge- and London-headquartered cybersecurity company founded in 2013 using mathematics research from the University of Cambridge and intelligence-community operational expertise. The group sells a self-learning AI platform that models normal behaviour across enterprise networks, cloud workloads, email, operational technology, and endpoints to detect anomalies in real time.
Customers include thousands of organisations across financial services, government, healthcare, manufacturing, and critical infrastructure. After listing on the London Stock Exchange in April 2021 with a highly successful IPO, Darktrace was acquired in October 2024 by US private-equity firm Thoma Bravo in a $5.3 billion all-cash take-private transaction, one of the largest ever UK cybersecurity buyouts.
The former LSE-listed parent Darktrace plc was delisted and ownership restructured through a Jersey holding company, with the principal UK operating entity, Darktrace Holdings Limited, continuing under Thoma Bravo stewardship. Darktrace maintains dual headquarters in Cambridge and London.
Darktrace is a valuable UK-focused case study on Jersey holding structures, private-to-public-to-private ownership transitions, and the mechanics of a scheme of arrangement under UK company law. From its 2021 IPO, the listed parent was Darktrace plc, incorporated in England and Wales, whose shares were admitted to the LSE Main Market.
Beneath the plc sat a multi-layer group including Darktrace Holdings Limited and operating subsidiaries in the US, Europe, and Asia-Pacific. Early investors including KKR and Invoke Capital, along with significant founder shareholdings, meant the pre-IPO cap table used multiple share classes that the prospectus reconciled into a single ordinary class at listing.
In October 2024, Thoma Bravo completed a scheme of arrangement under Part 26 of the Companies Act 2006 to acquire Darktrace plc for $5.3 billion in cash, a transaction that required a shareholder vote, a court hearing, and a scheme circular filed at Companies House and the FCA National Storage Mechanism.
Post-take-private, the UK operating entities sit under a Jersey-incorporated bidco parent controlled by Thoma Bravo-managed funds, which means UK-resident readers researching Darktrace today will find a UK operating stack filed at Companies House but ultimate beneficial ownership pointing through Jersey to Delaware limited partnerships.
This structure is increasingly common for UK technology take-privates and is a key reference point for UK FCA and BEIS policy discussions about foreign-controlled critical-infrastructure suppliers.
No. Darktrace plc was delisted from the London Stock Exchange in October 2024 following its $5.3 billion take-private acquisition by Thoma Bravo, completed via a UK scheme of arrangement.
Darktrace is owned by funds managed by US private-equity firm Thoma Bravo, with ultimate ownership running through a Jersey-incorporated acquisition vehicle.
The principal UK operating entity is Darktrace Holdings Limited, registered at Companies House under number 11364317, alongside Darktrace Limited and regional subsidiaries.
Jersey holding vehicles are widely used in UK private-equity take-privates for their flexible company law, long-standing familiarity with UK tax authorities, and neutral treatment of international investors pooled through Delaware limited partnerships.
