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NASDAQ: CCC CCC Intelligent Solutions Holdings Inc. 8-K

CCC Intelligent Solutions to be acquired by GTCR and Elliott in $6.1B all-cash deal at $7.75/share

Filed October 15, 2026 · Period ending October 14, 2026 · ~2 min read

5 key changes 5 high relevance 3 sections

Key Changes

  • high

    CCC entered into a definitive merger agreement with Mozart Parent, LLC and Mozart Merger Sub (DE), Inc. on October 14, 2026. Each share of CCC common stock will be converted into the right to receive $7.75 in cash, without interest.

  • high

    The all-cash transaction values CCC at approximately $6.1 billion in enterprise value. The $7.75 per share price represents a 44% premium to the unaffected closing price on July 9, 2026, and a 59% premium to the 30-day average price as of that date.

    Exhibit 99.1 view on EDGAR →
  • high

    CCC's board of directors unanimously approved the merger agreement and resolved to recommend that stockholders adopt it. Chairman and CEO Githesh Ramamurthy and President Tim Welsh entered into rollover and support agreements to vote their shares in favor of the merger.

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    The transaction is not subject to a financing condition. Parent and Merger Sub have obtained equity, preferred equity, and debt commitment letters sufficient to pay the merger consideration, repay existing indebtedness, and cover fees and expenses.

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    The merger is expected to close in the first quarter of 2027, subject to customary closing conditions including regulatory approvals and stockholder approval. Upon completion, CCC will become privately held and its common stock will no longer be listed on Nasdaq.

    Exhibit 99.1 view on EDGAR →

Summary

CCC Intelligent Solutions Holdings Inc. has agreed to be acquired by a consortium led by GTCR and including Elliott Investment Management in an all-cash transaction valued at approximately $6.1 billion. Stockholders will receive $7.75 per share in cash, representing a 44% premium to the unaffected closing price on July 9, 2026, and a 59% premium to the 30-day average price as of that date.

The board unanimously approved the deal and recommends stockholder adoption, with key executives Githesh Ramamurthy and Tim Welsh committing their shares in support. The transaction is not subject to a financing condition, as the buyers have secured equity, preferred equity, and debt commitment letters to fund the consideration, repay existing debt, and cover transaction costs.

The merger is expected to close in the first quarter of 2027, pending regulatory approvals and stockholder approval. Until then, CCC remains an independent, publicly traded company. For retail holders, the key takeaway is a definitive cash exit at a meaningful premium to pre-speculation prices. The deal includes reciprocal termination fees—$149.5 million payable by CCC and $314.0 million payable by Parent under certain circumstances—which provide some protection against deal disruption.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~3,100 words

CCC Intelligent Solutions to be acquired by Mozart Parent in an all-cash deal at $7.75 per share.

2 Added
Added Termination fees medium

Added in current filing · verify on EDGAR →

The Company is required to pay Parent a termination fee of $149,520,000 ... Parent is required to pay a termination fee of $313,992,000 to the Company

The merger agreement includes reciprocal termination fees. CCC would owe Parent $149,520,000 if the deal is terminated under certain circumstances, such as a change in board recommendation or a superior proposal. Parent would owe CCC $313,992,000 if it fails to close when all conditions are satisfied. These fees are designed to protect both parties and deter deal disruption.

Added Rollover and support agreements medium

Added in current filing · verify on EDGAR →

Githesh Ramamurthy, the Company’s Chairman and Chief Executive Officer, and Tim Welsh, the Company’s President ... each entered into a Rollover and Support Agreement ... to vote ... in favor of the adoption of the Merger Agreement

CCC's Chairman and CEO Githesh Ramamurthy and President Tim Welsh entered into rollover and support agreements with an affiliate of Parent. They agreed to vote their shares in favor of the merger and against alternative proposals, and to contribute certain shares to Topco in exchange for equity interests. This aligns key executives with the transaction and provides additional support for stockholder approval.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

CCC announced a merger agreement via joint press release with Parent, furnished under Regulation FD.

1 Added
Added Merger agreement announcement high

Added in current filing · verify on EDGAR →

On October 15, 2026, the Company and Parent issued a joint press release announcing the execution of the Merger Agreement.

The Company and Parent have executed a Merger Agreement and announced it publicly via a joint press release.1, which is incorporated by reference.

Event · Exhibit 99.1

4 Added
Added Acquisition agreement high

Added in current filing · verify on EDGAR →

CCC Intelligent Solutions Holdings Inc. (NASDAQ: CCC) (“CCC” or the “Company”), a leading SaaS and AI platform provider for the multi-trillion-dollar insurance economy, today announced that it has entered into a definitive agreement to be acquired by a consortium of private investment firms led by GTCR, and including Elliott Investment Management L.P. (together with its affiliates, “Elliott”), in an all-cash transaction with an enterprise value of approximately $6.1 billion.

CCC has signed a definitive agreement to be acquired by a consortium led by GTCR and including Elliott. The all-cash deal values the company at approximately $6.1 billion in enterprise value. This is a take-private transaction that will delist CCC from Nasdaq upon closing.

Added Transaction timing and conditions high

Added in current filing · view on EDGAR →

The transaction was approved by CCC’s Board of Directors and is expected to close in the first quarter of 2027, subject to customary closing conditions, including the receipt of required regulatory approvals and the approval of CCC stockholders. Until the transaction closes, CCC remains publicly traded and will continue operating as an independent company. The transaction is not subject to a financing condition. Upon completion of the transaction, CCC will become a privately held company, and its common stock will no longer be listed on the Nasdaq.

The deal has board approval and is expected to close in Q1 2027, pending regulatory approvals and stockholder approval. Notably, the transaction is not subject to a financing condition, meaning the buyers' committed financing is already in place and closing is not contingent on obtaining debt. CCC will remain independent and publicly traded until closing, after which it will be delisted from Nasdaq.

Added Q3 2026 earnings release medium

Added in current filing · view on EDGAR →

CCC will release its third quarter 2026 financial results on October 29, 2026. In light of the pending transaction, the Company will not host a conference call or webcast to discuss the results.

Investors will receive the financial results without the usual management commentary and Q&A session.

Show 1 minor / wording change
Added Advisors low

Added in current filing · view on EDGAR →

Morgan Stanley & Co. LLC is serving as financial advisor, Kirkland & Ellis LLP is serving as legal counsel, and Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to CCC.

J.P. Morgan is serving as lead financial advisor to GTCR and lead arranger of committed financing for the transaction. Citi is also serving as financial advisor and participating in the committed financing.

Morgan Stanley is advising CCC, while J.P. Morgan is lead financial advisor to GTCR and lead arranger of the committed financing, with Citi also participating. The involvement of major banks in arranging committed financing supports the statement that the deal is not subject to a financing condition.

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Figures/quotes linked to EDGAR · Narrative written by AI · Oct 16, 2026 · How we verify