In a decisive vote, shareholders of CBIZ, Inc. (NYSE:CBZ) have given the green light to a major stock issuance, a critical step towards finalizing the company's merger with Marcum LLP. The vote occurred at a Special Meeting held today, with an overwhelming majority of 99% in favor of the proposal.
The proposed stock issuance is part of the consideration for CBIZ's acquisition of Marcum, as outlined in the Merger Agreement dated July 30, 2024. This merger is set to strengthen CBIZ's position in the business services sector by combining with Marcum, a well-established accounting and advisory firm.
Out of the 50,198,939 shares of CBIZ common stock eligible to vote, 44,765,948 shares were present or represented by proxy at the Special Meeting, surpassing the quorum requirement with approximately 89.2% of voting shares participating. The final tally for the stock issuance proposal showed 44,635,716 votes in favor, 62,336 against, and 67,896 abstentions.
The approval means that CBIZ will issue shares of its common stock as part of the merger consideration, in compliance with applicable New York Stock Exchange listing rules. With the stock issuance proposal receiving the necessary support, the adjournment proposal mentioned in the Proxy Statement was not required to be voted on.
The successful vote marks a significant milestone in the merger process, which is part of CBIZ's strategic expansion efforts. The details of the stock issuance and the merger agreement were made available to shareholders in the definitive proxy statement filed with the U.S. Securities and Exchange Commission on September 17, 2024.
This merger is anticipated to enhance CBIZ's service offerings and market reach, as the company continues to grow within the services-business sector. The information regarding the shareholder approval is based on the latest 8-K filing by CBIZ, Inc. with the Securities and Exchange Commission.
In other recent news, CBIZ, Inc. has reported significant developments as it continues to expand its operations. The company announced the appointment of Donna Mirandola as its new Chief Marketing Officer, succeeding Mark Waxman. Mirandola brings extensive experience in B2B marketing and communications, having held senior roles at notable companies such as Aon (NYSE:AON), plc, Coeur Mining (NYSE:CDE), Inc., General Electric (NYSE:GE), and Oracle Corporation (NYSE:ORCL).
In addition, CBIZ has made a strategic decision to acquire Marcum, the 13th largest accounting firm in the U.S. The acquisition, expected to close in the fourth quarter, is projected to elevate CBIZ to the seventh-largest accounting services provider in the nation, with the combined businesses expected to generate revenues of about $2.8 billion.
Despite challenges in the second quarter, including an adjusted EPS impact due to personnel exit and expenses related to the Marcum transaction, CBIZ reported a revenue increase of 5.4% for the quarter. The company, which completed three acquisitions in the first half of the year, projects a 10-12% adjusted EPS growth rate for the full year 2024 over 2023.
InvestingPro Insights
As CBIZ, Inc. (NYSE:CBZ) moves forward with its merger with Marcum LLP, recent InvestingPro data provides additional context for investors. The company's market capitalization stands at $3.29 billion, reflecting its significant presence in the business services sector. CBIZ has demonstrated solid financial performance, with revenue reaching $1.65 billion in the last twelve months as of Q2 2024, representing a 9.33% growth.
InvestingPro Tips highlight that CBIZ has been profitable over the last twelve months and analysts predict continued profitability this year. This financial stability could be beneficial as the company integrates Marcum LLP. Additionally, CBIZ operates with a moderate level of debt, which may provide flexibility during the merger process.
It's worth noting that CBIZ's stock price has fallen significantly over the last three months, with a -22.1% total return. This decline could be related to market reactions to the merger announcement or broader economic factors. However, the company's long-term performance remains strong, with InvestingPro Tips indicating high returns over the last decade and strong returns over the last five years.
For investors seeking a more comprehensive analysis, InvestingPro offers 11 additional tips for CBIZ, providing a deeper understanding of the company's financial health and market position as it embarks on this significant merger.
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