M&A - CLEARLAKE CAPITAL GROUP, L.P.
Form Type: SCHEDULE 13D/A
Filing Date: 2025-07-03
Corporate Action: Acquisition
Type: Update
Accession Number: 000095017025093990
Filing Summary: Clearlake Capital Group, L.P. filed an amendment to their Schedule 13D on July 3, 2025, regarding Forward Air Corporation. This amendment indicates that the Reporting Persons, which include Clearlake and its affiliates, anticipate submitting non-binding proposals to acquire all outstanding shares of Forward Air's common stock that they do not already own, contingent upon further due diligence and internal approvals. The Reporting Persons have previously signed a confidentiality agreement with Forward Air. They express no obligation to negotiate a definitive transaction, and any potential proposals will not necessarily lead to a completed transaction. Should such a transaction occur, it could involve changes such as a merger or other significant corporate actions. The Reporting Persons hold approximately 12.6% of Forward Air's outstanding shares as of May 2, 2025, and have not conducted any transactions concerning these shares in the last 60 days. They may also consider strategies impacting Forward Air's management, business structure, or plans regarding the acquisition of additional shares.
Additional details:
Reporting Persons: Clearlake Capital Group, L.P.
Beneficial Ownership Percentage: 12.6%
Shares Beneficially Owned: 3825000
Total Shares Outstanding: 30423221
Proposals Expected: non-binding proposals to acquire shares
Reporting Persons Intentions: engage in communications regarding strategic alternatives
Transaction Conditions: definitive transaction documentation will be contingent on customary closing conditions
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