8-KFiled Aug 31, 8:00 PM ET
Korn Ferry Announces Acquisition of AMS for Cash and Stock
$KFY · KORN FERRYResearch Summary
AI-generated summary of this SEC filing
Korn Ferry Announces Acquisition of AMS for Cash and Stock
What Happened
- Korn Ferry filed an 8-K reporting the closing of its previously announced acquisition of all issued and outstanding shares of Auxey Holdco Limited (AMS) on September 1, 2026. Upon closing, AMS became an indirect wholly owned subsidiary of Korn Ferry, held directly by Korn Ferry Global Holdings (UK) Limited.
- As part of the closing under the Sale and Purchase Agreement (and related amendments), Korn Ferry Global Holdings paid a combination of approximately £473 million and $326 million in cash (covering purchase consideration, repayment of AMS indebtedness and other transaction obligations) and issued 3,118,628 shares of Korn Ferry common stock to the sellers. A Deed of Amendment dated August 31, 2026 confirmed the effective closing time as 12:01 a.m. London Time on September 1, 2026. The company also issued a press release in connection with the closing (Exhibit 99.1).
Key Details
- Closing date: September 1, 2026 (effective 12:01 a.m. London Time per amendment).
- Cash paid at closing: ~£473 million and $326 million (used for seller consideration, debt repayment and AMS obligations).
- Equity issued: 3,118,628 shares of Korn Ferry common stock issued to the sellers.
- Post-close structure: AMS is now an indirect wholly owned subsidiary, held by Korn Ferry Global Holdings (UK) Limited.
Why It Matters
- This is a material acquisition: Korn Ferry used a large mix of cash and stock to complete the deal, which affects the company’s cash position and increases outstanding shares.
- Investors should note the size of the cash outlay and the share issuance because they can affect liquidity and shareholder dilution.
- The company indicated required financial statements and other acquisition-related disclosures will be provided as required by SEC rules; a press release about the closing was issued and is attached to the 8-K.