Hg Capital is negotiating a $3 billion annual recurring revenue (ARR) loan from Goldman Sachs Alternatives and Blue Owl Capital to finance its $6.4 billion take-private acquisition of enterprise software provider OneStream. This facility, structured at the portfolio company level, would replace a portion of Hg’s equity commitment, with talks still preliminary. The proposed ARR loan underscores private credit’s expanding influence in SaaS buyouts, where predictable subscription revenues are favored over traditional leveraged structures. This approach allows sponsors to optimize capital structure and preserve dry powder amidst elevated valuations in the enterprise software sector. The transaction exemplifies a broader trend of private credit facilitating large-scale PE-backed SaaS deals by offering tailored financing solutions.
- Acquirer
- Hg Capital
- Target
- OneStream
- Transaction Type
- Take-private acquisition
- Enterprise Value
- $6.4 billion
- Financing
- Up to $3 billion ARR loan from Goldman Sachs Alternatives and Blue Owl Capital
- Lenders
- Goldman Sachs Alternatives, Blue Owl Capital
- Minority Investors
- General Atlantic, Tidemark Capital
- Target Sector
- Enterprise software (financial planning and consolidation)
- Target Public Listing
- Listed in 2024 before take-private
- Announced Date
- Earlier this month (Hg agreed to take private); January 21, 2026 (no final commitments reported)
- Strategic Driver
- AI-enhanced financial tools, corporate digitization, predictable SaaS cash flows
Hg Capital is negotiating a $3 billion annual recurring revenue loan from Goldman Sachs Alternatives and Blue Owl Capital to finance its $6.4 billion acquisition of enterprise software provider OneStream, according to sources familiar with the discussions.[1]
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The facility, structured at the portfolio company level, would replace part of Hg’s equity commitment in the deal, which includes minority stakes from General Atlantic and Tidemark Capital. Talks remain preliminary, with the loan size potentially shrinking if more equity investors commit.[1]
Deal Structure Signals Private Credit’s Role in Leveraged Buyouts
OneStream, which offers financial planning and consolidation software to CFOs, went public in 2024 before Hg agreed to take it private earlier this month. The proposed ARR loanâtied to OneStream’s subscription revenueâhighlights private credit’s expanding footprint in **SaaS buyouts**, where lenders favor predictable cash flows over traditional leveraged structures.[1]
Hg’s approach reduces upfront equity outlay amid elevated valuations in enterprise software. OneStream’s **take-private valuation** implies a premium to its public listing, driven by demand for AI-enhanced financial tools amid corporate digitization.[1]
Private Credit Boom Underpins Financing
Goldman Sachs Alternatives and Blue Owl, key players in **private credit for PE-backed SaaS deals**, are weighing the facility as non-bank lending surges. Fitch Ratings notes private credit’s growth across business development companies and alternative managers, supporting **leveraged buyout financing trends 2026** with tailored structures like ARR loans.[2]
This transaction fits broader patterns: private secondaries hit $226 billion in 2025, up 41%, as liquidity demands reshape portfolios.[1] Sovereign wealth funds increasingly target emerging-market private credit for diversification, while PGIM plans $1 billion in secondaries deployments.[1]
| Party | Role | Details |
|---|---|---|
| Hg Capital | Lead Sponsor | $6.4bn take-private; equity replacement via loan |
| General Atlantic, Tidemark | Minority Investors | Support acquisition alongside Hg |
| Goldman Sachs Alternatives | Lender | In talks for up to $3bn ARR loan |
| Blue Owl Capital | Lender | Joint discussions on facility |
| OneStream | Target | Financial planning software; listed 2024 |
Industry Context: SaaS Valuations and Financing Shifts
Hg’s move echoes **private equity strategies in SaaS M&A**, where sponsors leverage recurring revenue for debt amid moderating public multiples. General Atlantic recently upped its Odoo stake at a âŹ7 billion valuation, underscoring growth equity appetite in business software.[1]
Fitch forecasts global corporates revenue growth of 0.3% in 2025, rising to 2.8% in 2026, with EBITDA margins steady at 17.3% before edging higherâconditions favoring software firms with sticky enterprise contracts.[2] Regulatory scrutiny on private credit covenants and **cross-border M&A financing risks** persists, though SaaS resilience mitigates default paths seen in less than 20% of distressed corporates.[2]
Implications for Sponsors and Lenders
For Hg, the loan optimizes capital structure in a $6.4 billion enterprise value deal, preserving dry powder for bolt-ons. Lenders like Goldman and Blue Owl gain exposure to OneStream’s CFO-focused platform, which benefits from AI-driven planning demand.
LPs should monitor **private credit exit strategies in SaaS**, as continuation vehiclesâlike EQT’s planned fund and Coller/Ares backing Banskâextend holds amid secondary volume records.[1] CalPERS’ pivot to venture and growth signals LP reallocation from traditional buyouts.[1]
Terms could evolve; no final commitments reported as of January 21, 2026.[1]
Sources
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https://pe-insights.com/news/, https://www.fitchratings.com/corporate-finance, https://www.spglobal.com/ratings/en/regulatory/article/-/view/type/HTML/id/3506275, https://economictimes.com/markets/stocks/news/bulk-deal-alert-goldman-sachs-exits-landmark-cars-while-bnp-paribas-picks-stake-in-bajaj-consumer/articleshow/127177271.cms, https://www.stocktitan.net/sec-filings/GS/424b2-goldman-sachs-group-inc-prospectus-supplement-76824c81b3a2.html
