M&A - Stagwell Inc

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Form Type: 8-K

Filing Date: 2025-05-06

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925045113

Filing Summary: On May 1, 2025, Stagwell Inc. entered into an agreement to acquire all equity interests in an experiential marketing company from its owners. At closing, Stagwell issued 2,017,857 shares of Class A common stock in exchange for $11.3 million. The Company will also have contingent payment obligations based on the Acquiree Company's financial performance, with potential payments up to $11.25 million and $18.45 million over two periods starting in May 2025 and May 2027, respectively. These transactions are exempt from registration under the Securities Act of 1933.

Additional details:

Transaction Date: 2025-05-01


Class A Common Stock Issued: 2,017,857


Payment Amount At Closing: 11.3 million


Contingent Payment First Period: up to 11.25 million


Contingent Payment Second Period: up to 18.45 million


Form Type: 8-K

Filing Date: 2024-12-30

Corporate Action: Acquisition

Type: New

Accession Number: 000110465924132505

Filing Summary: On December 23, 2024, Stagwell Inc. entered into an agreement to acquire a digital strategy and communications company. As part of the transaction, Stagwell will issue up to $4 million in shares of its Class A common stock. The deal includes contingent payments based on the Acquiree Company's financial performance over a two-year and four-year period post-closing. Stagwell may also pay portions of these contingent payments in stock. The stock issuance will be exempt from registration under Section 4(a)(2) of the Securities Act, with no cash proceeds to Stagwell or commissions paid to any person. This marks a strategic acquisition to enhance Stagwell's digital capabilities.

Additional details:

Date Of Report: 2024-12-23


Acquired Company: digital strategy and communications company


Total Purchase Price: up to $4.0 million


Contingent Payment 1: up to $3.5 million


Contingent Payment 2: up to $8.5 million


Stock Issuance Exempt: yes


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