Clearwater Analytics Acquired in $8.4 Billion Deal
Catch up on the weekend's top five stories with this list compiled by The Fly: 1) Clearwater Analytics (CWAN) announced that it has entered into a definitive agreement to be acquired in a transaction valued at approximately $8.4 billion by a Permira and Warburg Pincus-led Investor Group, with participation from Temasek. After a thorough process including engaging with certain strategics and financial sponsors, the Special Committee of the CWAN Board of Directors, composed entirely of independent and disinterested directors, upon the advice of its independent outside legal counsel and financial advisor, unanimously recommended this transaction. The CWAN Board of Directors subsequently approved this transaction. Under the terms of the agreement, CWAN stockholders will receive $24.55 per share in cash upon completion of the proposed transaction. 2) SoftBank (SFBTY) is racing to complete its $22.5B funding commitment to Microsoft-backed (MSFT) OpenAI by the end of the year, Echo Wang, Miho Uranaka and Krystal Hu of Reuters reports, citing sources with knowledge of the matter. The company plans to raise money by selling some of its investments and may tap into its undrawn margin loans borrowed against its ownership in Arm Holdings (ARM). SoftBank has already sold its entire $5.8B stake in Nvidia (NVDA), offloaded $4.8B of its T-Mobile (TMUS) stake, and cut staff in order to raise money for its funding. 3) FDA authorized the marketing of 6 nicotine pouch products through the premarket tobacco product application, PMTA, pathway. These authorizations mark the first decisions from a pilot program launched in September to streamline the review process for nicotine pouch applications while maintaining the agency's rigorous scientific standards. The products authorized are made by Helix Innovations LLC and are sold under the on! PLUS brand. Helix Innovations is owned by Altria Group (MO). 4) Waymo's (GOOGL) driverless ride services were affected by a power outage across San Francisco, SF, Maria Paula Mijares Torres of Bloomberg reports. Traffic lights went dark at major intersections, leading Waymo cars to stop in the middle of the street with their hazard lights flashing. On Sunday, the Waymo app told customers the service in the Bay Area was paused. 5) Fluor (FLR) announced that it has reached an agreement to divest its portion of its Zhuhai fabrication yard in China's Guangdong province to Offshore Oil Engineering, COOEC. Fluor expects to receive $122M in proceeds, based on current exchange rates, when the transaction is completed in the coming months. Following completion of the transaction, COOEC will own 100% of the fabrication yard, which will be available, along with other COOEC facilities, to support fabrication needs for future Fluor opportunities.
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Investor Rights Investigation: Potential Violations in Multiple Company Transactions
- Shareholder Rights Investigation: Halper Sadeh LLC is investigating Stellar Bancorp, Inc.'s sale involving 0.3803 shares of Prosperity common stock and $11.36 in cash per share, potentially indicating breaches of fiduciary duties to shareholders.
- Merger Scrutiny: The merger of Bakkt Holdings, Inc. with Distributed Technologies Research Ltd. is under review, with Halper Sadeh LLC potentially seeking increased compensation and additional disclosures for shareholders.
- Executive Transaction Investigation: The sale of FONAR Corporation to CEO Timothy Damadian and other executives, involving $19.00 per share for Class B common stock and $6.34 per share for Class C common stock, raises concerns about potential conflicts of interest.
- Cash Acquisition Review: Clearwater Analytics Holdings, Inc.'s sale to Permira and Warburg Pincus for $24.55 per share in cash is being evaluated by Halper Sadeh LLC for potential violations of shareholder rights.

Wall Street Analysts Adjust Ratings on Key Stocks
- Emerson Electric Downgrade: Oppenheimer analyst Christopher Glynn downgraded Emerson Electric Co (NYSE:EMR) from Outperform to Perform, reflecting market caution regarding its future growth, with shares closing at $149.13 on Monday.
- Skywater Technology Rating Change: Needham analyst N. Quinn Bolton downgraded Skywater Technology Inc (NASDAQ:SKYT) from Buy to Hold, indicating concerns about its short-term performance, as shares closed at $32.35 on Monday.
- Bitdeer Technologies Downgrade and Price Target Cut: Keefe, Bruyette & Woods analyst Stephen Glagola downgraded Bitdeer Technologies Group (NASDAQ:BTDR) from Outperform to Market Perform and cut the price target from $26.5 to $14, reflecting pessimism about its future profitability, with shares closing at $13.90 on Monday.
- Procter & Gamble Rating Adjustment: TD Cowen analyst Robert Moskow downgraded Procter & Gamble Co (NYSE:PG) from Buy to Hold, although raising the price target to $156, shares still closed at $149.49 on Monday, indicating market divergence regarding its growth potential.






