CCC Files Proxy Materials for $7.75/Share GTCR-Elliott Take-Private; Break Fees and Q1 2027 Close Detailed
CCC sits 85% above its 52-week low of $4.08.
Summary
CCC filed proxy materials for its $7.75-per-share cash take-private by GTCR and Elliott, a ~$6.1 billion deal with a 44% premium to the unaffected price. The merger agreement includes a $149.5M company break fee, a $314.0M parent break fee, and an April 14, 2027 outside date.
Key Events · M&A and Partnerships · CCC
-
Take-Private at $7.75 Cash
GTCR-led consortium including Elliott will acquire CCC for $7.75 per share in cash, a ~$6.1 billion enterprise value and a 44% premium to CCC's unaffected July 9, 2026 close.
-
Break Fees and Outside Date
Company termination fee of $149,520,000 and parent termination fee of $313,992,000; either party may terminate if the merger has not closed by April 14, 2027.
-
Management Rollover and Support
CEO Githesh Ramamurthy and President Tim Welsh signed Rollover and Support Agreements to contribute shares into buyer affiliate Topco and vote for the merger.
-
Equity Awards Cashed Out
Options, RSAs, RSUs and PSUs are cancelled and converted into cash or restricted cash awards at $7.75 per share; the Company ESPP terminates immediately prior to the Effective Time.
Analysis · CCC · Technology
This DEFA14A is the proxy-solicitation filing for the take-private of CCC by a GTCR-led consortium including Elliott at $7.75 per share in cash, a ~$6.1 billion enterprise value. The headline economics were already disclosed today via the concurrent 8-K and press release, but this filing supplies the merger-agreement mechanics investors need: a $149.5 million company termination fee, a $314.0 million parent termination fee, an April 14, 2027 outside date, and rollover/support agreements from CEO Githesh Ramamurthy and President Tim Welsh. The $7.75 price is a 44% premium to CCC's unaffected July 9, 2026 close and 59% above the 30-day average as of that date. The deal is not conditioned on financing and is expected to close in Q1 2027, subject to shareholder and regulatory approval. Until then CCC remains publicly traded and will report Q3 2026 results on October 29, 2026 without a conference call.
At the time of this filing, CCC was trading at $7.57 on NASDAQ in the Technology sector, with a market capitalization of approximately $4.5B. The 52-week trading range was $4.08 to $9.45. This filing was assessed with positive market sentiment and an importance score of 10 out of 10.