AI brief of an SEC Form 8-K · Upbound Group (UPBD)

Upbound Group to acquire Brigit for up to $460 million in cash and stock

Mixed Impact 4 of 5 m&a Written later

Upbound Group agreed on December 12, 2024 to acquire Brigit, a financial health app, for up to $460 million, paid in cash and Upbound common stock. The company expects pro forma net leverage of about 3x after closing, above its long-term target of about 2x, and the deal is expected to close in Q1 2025 subject to regulatory approvals.

Key points

  • Total consideration of up to $460 million: $325 million payable at closing (75% cash, 25% Upbound stock), $75 million deferred over two years, and an earnout of up to $60 million tied to 2026 performance
  • Aggregate stock consideration valued at $81,250,000, which the company may elect to pay in cash instead
  • Expected to add $25 million to $30 million to Adjusted EBITDA in 2025 and $70 million to $80 million in 2026 (non-GAAP)
  • Pro forma net leverage of about 3x; the merger agreement can be terminated if not completed by April 1, 2025

The filing

CompanyUpbound Group (UPBD)
Form8-K, current report
Filed with the SECDec 12, 2024, 5:01 PM ET
Accession number0001104659-24-128068

Items reported: 1.01 Material Definitive Agreement3.02 Unregistered Equity Sale7.01 Regulation FD Disclosure

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 6:57 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 December 12, 2024.

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.