Forian Inc., a provider of data analytics and information solutions, has entered into a definitive merger agreement to be acquired by an entity affiliated with a consortium of investors led by Chairman and Chief Executive Officer Max Wygod, together with certain other senior executives and existing stockholders. The all-cash transaction values the company's equity at approximately $68 million and will return Forian to private ownership. Under the terms of the agreement, Forian stockholders, excluding shares held by consortium members and their affiliates, will receive $2.17 per share in cash. This represents a premium of approximately 22.6% to Forian's unaffected closing price per share as of August 22, 2025.
Concurrent with entering into the merger agreement, consortium members have entered into a commitment letter to provide the necessary funding to pay the cash consideration and other amounts required under the agreement, with the transaction not subject to a financing condition. The transaction received unanimous approval from the Forian Board of Directors, acting upon the unanimous recommendation of a Special Committee of disinterested and independent directors formed on August 25, 2025, in response to the consortium's initial proposal. The Special Committee was advised by independent financial and legal advisors throughout the process. The transaction is expected to close in the second quarter of 2026, subject to the satisfaction of the minimum tender condition and other closing conditions. The Forian Board of Directors unanimously recommends that all stockholders tender their shares into the offer.
Upon closing, Forian will become a private company, and its common stock will no longer be listed or traded on the Nasdaq Stock Market or any public exchange. The company will continue to be led by Chairman and CEO Max Wygod and the current leadership team, maintaining its headquarters in Newtown, Pennsylvania, and operating under the Forian name and brand. Forian provides data management capabilities and proprietary information and analytics solutions to optimize operational, clinical, and financial performance for customers in life sciences, healthcare, and financial services. The company has expertise in acquiring, integrating, normalizing, and commercializing large-scale healthcare data assets. More information is available at https://www.forian.com.
Advisors involved in the transaction include Houlihan Lokey Capital, Inc., which served as independent financial advisor to the Special Committee, and legal counsel from Potter Anderson & Corroon LLP, Miles & Stockbridge PC, and Duane Morris LLP. Allen Overy Shearman Sterling US LLP served as legal counsel to the consortium, with Abrams & Bayliss LLP as Delaware counsel and Venable LLP as Maryland counsel. The transaction involves forward-looking statements subject to risks and uncertainties, including the satisfaction of closing conditions, potential disruption to operations, and the realization of anticipated benefits. Investors are advised to review detailed information filed with the SEC, available at https://www.sec.gov and under the investors section of the company's website.
