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AI brief of an SEC Form 8-K · LegalZoom.com (LZ)

LegalZoom acquires Formation Nation for $49.3 million cash and 2.2 million shares

Neutral Impact 4 of 5 m&a Written later

On February 10, 2025, LegalZoom acquired 100% of Formation Nation for up to $64.75 million in cash and 2,205,445 restricted shares, with about $15.4 million of the cash held back for one year. The company also reported preliminary, unaudited 2024 results that it said were at the high end of its outlook range, but those figures may change before final results. Shareholders face dilution from the new shares, and the company expects the deal to add to Adjusted EBITDA and be accretive to Adjusted EPS in the first year.

Key points

  • Cash consideration of up to $64.75 million plus 2,205,445 restricted shares; $49.3 million cash paid at closing and about $15.4 million held back for one year
  • Preliminary Q4 2024 revenue of about $161.7 million and net income of about $12.9 million; full-year 2024 revenue of about $681.9 million and net income of about $30.0 million
  • Shares carry a two-year lock-up, with 50% released at each of the first and second anniversaries of closing
  • Full Q4 and full-year 2024 results and 2025 outlook are scheduled for a conference call on February 26, 2025

The filing

CompanyLegalZoom.com (LZ)
Form8-K, current report
Filed with the SECFeb 10, 2025, 4:31 PM ET
Accession number0001286139-25-000014

Items reported: 1.01 Material Definitive Agreement2.02 Results of Operations3.02 Unregistered Equity Sale7.01 Regulation FD Disclosure

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 6:59 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on February 10, 2025.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.