YELP INC 8-K

What Happened

• Yelp Inc. announced it completed a merger agreement with Hatchify Inc.; the agreement was signed on January 17, 2026, and the merger closed on February 2, 2026. Hargrove Merger Sub, Inc. (a Yelp subsidiary) merged into Hatchify, with Hatchify surviving as a wholly owned subsidiary of Yelp.
• All outstanding Hatchify capital stock and options were converted into the right to receive an aggregate of approximately $270 million in cash (subject to customary post-closing adjustments). Yelp also agreed to provide continuing Hatchify employees retention packages totaling about $30 million, payable over two to three years.
• Yelp funded the transaction in part with a loan under its existing revolving credit facility (originally dated April 28, 2023, and amended December 18, 2025) involving JPMorgan and Wells Fargo as administrative agents.

Key Details

• Agreement signed: January 17, 2026; Merger closed: February 2, 2026.
• Cash consideration: ~ $270 million (aggregate), subject to post-closing adjustments.
• Employee retention commitment: ~$30 million, paid over 2–3 years.
• Financing: funded in part by a draw on Yelp’s revolving credit facility (agents include JPMorgan and Wells Fargo).

Why It Matters

• The acquisition brings Hatchify into Yelp’s portfolio and is payable primarily in cash, which affects Yelp’s near-term liquidity and balance sheet. Yelp’s use of its revolving credit facility means some of the purchase was financed rather than paid fully from cash on hand.
• The $30 million retention obligation represents an ongoing personnel expense over the next 2–3 years. Investors should note the cash outflows and any related changes in Yelp’s leverage or interest costs in upcoming filings and financial reports.