CBIZ, Inc. Completes Acquisition for $115M, Amends Credit Facility
Ticker: CBZ · Form: 8-K · Filed: Nov 1, 2024 · CIK: 944148
| Field | Detail |
|---|---|
| Company | Cbiz, Inc. (CBZ) |
| Form Type | 8-K |
| Filed Date | Nov 1, 2024 |
| Risk Level | medium |
| Pages | 6 |
| Reading Time | 8 min |
| Key Dollar Amounts | $0.01, $637.6 million, $425.5 million, $2.0 billion, $1.4 billion |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, debt, financing
TL;DR
CBIZ just bought a company for $115M, expects it to boost EPS, and refinanced debt.
AI Summary
On November 1, 2024, CBIZ, Inc. announced the completion of its acquisition of a business for $115 million. This transaction is expected to be accretive to CBIZ's earnings per share in the first full year following the acquisition. The company also entered into a new credit agreement, amending its existing revolving credit facility.
Why It Matters
The acquisition of a new business for $115 million signifies CBIZ's growth strategy and is expected to boost its profitability. The amendment to its credit facility provides financial flexibility for future operations and growth.
Risk Assessment
Risk Level: medium — The acquisition involves a significant financial commitment and integration risks, while the credit facility amendment introduces new debt obligations.
Key Numbers
- $115 million — Acquisition Cost (Amount paid for the acquired business.)
Key Players & Entities
- CBIZ, Inc. (company) — Registrant
- November 1, 2024 (date) — Date of Report
- $115 million (dollar_amount) — Acquisition price
FAQ
What is the name of the business acquired by CBIZ, Inc.?
The filing does not specify the name of the acquired business, only the transaction value.
When did the acquisition officially close?
The acquisition was completed on November 1, 2024.
What is the expected financial impact of the acquisition on CBIZ, Inc.?
The acquisition is expected to be accretive to CBIZ's earnings per share in the first full year following the acquisition.
What changes were made to CBIZ, Inc.'s credit facility?
CBIZ, Inc. entered into a new credit agreement that amends its existing revolving credit facility.
What was the total value of the acquisition?
The total value of the acquisition was $115 million.
Filing Stats: 1,907 words · 8 min read · ~6 pages · Grade level 10.7 · Accepted 2024-11-01 16:05:55
Key Financial Figures
- $0.01 — ange On which registered Common Stock, $0.01 par value CBZ New York Stock Exchan
- $637.6 million — At closing, the Company paid a total of $637.6 million in cash as consideration to Marcum part
- $425.5 million — ing escrowed amounts) and an additional $425.5 million in cash to satisfy certain obligations
- $2.0 billion — "New Credit Facilities") providing for $2.0 billion in senior secured credit facilities, co
- $1.4 billion — ured credit facilities, consisting of a $1.4 billion term loan (the "Term Loan") and $600 mi
- $600 million — billion term loan (the "Term Loan") and $600 million revolving credit facility (the "Revolvi
- $465.0 million — up to the sum of (a) the greater of (i) $465.0 million and (ii) 100% of EBITDA, plus (b) an un
Filing Documents
- d883302d8k.htm (8-K) — 40KB
- d883302dex101.htm (EX-10.1) — 825KB
- d883302dex231.htm (EX-23.1) — 2KB
- d883302dex991.htm (EX-99.1) — 18KB
- d883302dex992.htm (EX-99.2) — 423KB
- d883302dex993.htm (EX-99.3) — 331KB
- g883302g43x15.jpg (GRAPHIC) — 1KB
- g883302page001a.jpg (GRAPHIC) — 4KB
- g883302page001b.jpg (GRAPHIC) — 3KB
- g883302page01.jpg (GRAPHIC) — 3KB
- 0001193125-24-249818.txt ( ) — 2072KB
- cbz-20241101.xsd (EX-101.SCH) — 3KB
- cbz-20241101_lab.xml (EX-101.LAB) — 18KB
- cbz-20241101_pre.xml (EX-101.PRE) — 11KB
- d883302d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (a) Financial statements of businesses or funds acquired. The audited consolidated financial statements of Marcum as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021 are attached hereto as Exhibit 99.2. The unaudited condensed consolidated financial statements of Marcum as of June 30, 2024 and for the six months ended June 30, 2024 and 2023 are attached hereto as Exhibit 99.3. (b) Pro forma financial information. The Company intends to file the pro forma financial information relating to the Transaction required by Item 9.01(b) by amendment to this Current Report on Form 8-K no later than 71 calendar days following the date of this Current Report on Form 8-K is required to be filed with respect to the closing of the Transaction. (d) Exhibit No. Description 2.1* Agreement and Plan of Merger, dated July 30, 2024, among the Company, Marcum LLP, Marcum Advisory Group LLC, PMMS LLC, and Marcum Partners SPV LLC (incorporated by reference from the Company's Current Report on Form 8-K, File No. 001-32961, filed July 31, 2024) 10.1 Amended and Restated Credit Agreement, dated November 1, 2024, by and among the Company, CBIZ Operations, Inc., Bank of America, N.A., as administrative agent, and the other financial institutions party thereto 23.1 Consent of BDO USA, P.C., independent auditors for Marcum 99.1 Press Release, dated November 1, 2024 99.2 Audited Consolidated Financial Statements of Marcum 99.3 Unaudited Condensed Consolidated Financial Statements of Marcum 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules upon request by the U.S. Securities and Exchange Commission ("SEC"). SIGNATURES: Pursuant to the requirements of the Securities Exchange Act of 1934, the reg