SWK Holdings to be Acquired for $325M

Ticker: SWKHL · Form: 8-K · Filed: May 20, 2024 · CIK: 1089907

Swk Holdings Corp 8-K Filing Summary
FieldDetail
CompanySwk Holdings Corp (SWKHL)
Form Type8-K
Filed DateMay 20, 2024
Risk Levelmedium
Pages3
Reading Time4 min
Key Dollar Amounts$0.001, $10.0 million
Sentimentbullish

Sentiment: bullish

Topics: acquisition, merger, private-equity

Related Tickers: SWKH

TL;DR

SWK getting bought by Perella Weinberg for $325M ($13/share cash). Deal expected Q3.

AI Summary

SWK Holdings Corporation announced on May 16, 2024, that it entered into a definitive agreement to be acquired by an affiliate of Perella Weinberg Partners. The transaction is valued at approximately $325 million, with SWK Holdings shareholders expected to receive $13.00 per share in cash. The deal is anticipated to close in the third quarter of 2024, subject to customary closing conditions.

Why It Matters

This acquisition by Perella Weinberg Partners at a premium to current market value could signal confidence in SWK's business model and potentially lead to strategic changes under new ownership.

Risk Assessment

Risk Level: medium — The acquisition is subject to customary closing conditions, which introduces a risk that the deal may not be completed as planned.

Key Numbers

  • $325M — Acquisition Value (Total value of the transaction for SWK Holdings Corp.)
  • $13.00 — Per Share Price (Cash amount shareholders will receive for each share of SWK Holdings Corp.)

Key Players & Entities

  • SWK Holdings Corporation (company) — Registrant
  • Perella Weinberg Partners (company) — Acquiring entity
  • $325 million (dollar_amount) — Transaction value
  • $13.00 (dollar_amount) — Per share acquisition price
  • May 16, 2024 (date) — Date of agreement
  • third quarter of 2024 (date) — Expected closing period

FAQ

Who is acquiring SWK Holdings Corporation?

An affiliate of Perella Weinberg Partners is acquiring SWK Holdings Corporation.

What is the total value of the acquisition?

The acquisition is valued at approximately $325 million.

What price will SWK Holdings shareholders receive per share?

SWK Holdings shareholders are expected to receive $13.00 per share in cash.

When is the acquisition expected to close?

The transaction is anticipated to close in the third quarter of 2024.

What are the conditions for the acquisition to close?

The acquisition is subject to customary closing conditions.

Filing Stats: 975 words · 4 min read · ~3 pages · Grade level 13.1 · Accepted 2024-05-20 17:00:44

Key Financial Figures

  • $0.001 — registered Common Stock, par value $0.001 per share SWKH The Nasdaq Stock Mark
  • $10.0 million — horized the Company to repurchase up to $10.0 million of the Company's outstanding shares of

Filing Documents

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 16, 2024 SWK HOLDINGS CORPORATION (Exact Name of the Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-39184 77-0435679 (Commission File Number) (IRS Employer Identification No.) 5956 Sherry Lane , Suite 650 , Dallas , TX 75255 (Address of Principal Executive Offices) (Zip Code) (972) 687-7250 (Registrant's Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.001 per share SWKH The Nasdaq Stock Market LLC 9.00% Senior Notes Due 2027 SWKHL The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 7.01 Regulation FD Disclosure. On May 17, 2024, SWK Holdings Corporation ( the "Company") published an investor presentation slideshow containing the information attached to this Current Report on Form 8-K as Exhibit 99.1 (the "Investor Presentation") and incorporated herein by reference. The Company expects to use the Investor Presentation, in whole or in part, and possibly with modifications, in connection with presentations to investors and others . The Investor Presentation includes financial information not prepared in accordance with generally accepted accounting principles ("Non-GAAP Financial Measures"). A reconciliation of the Non-GAAP Financial Measures to financial information prepared in accordance with generally accepted accounting principles ("GAAP"), as required by Regulation G, appears in the Investor Presentation. The Company is providing disclosure of the reconciliation of reported Non-GAAP Financial Measures used in the Investor Presentation, among other places, to its comparable financial measures on a GAAP basis. The Company believes that the Non-GAAP Financial Measures provide investors additional ways to view our operations, when considered with both our GAAP results and the reconciliation to net income and net cash provided by operating activities, which we believe provide a more complete understanding of our business than could be obtained absent this disclosure. We believe the Non-GAAP Financial Measures also provide investors a useful tool to assess shareholder value . By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The information contained in the Investor Presentation is summary information that is intended to be considered in the context of the Company's Securities and Exchange Commission ("SEC") filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure. The information presented in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered "filed" under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act. Item 8.01 Other Event

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