IAC Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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| Item 8.01. | Other Events. |
On March 2, 2026, IAC Inc., a Delaware corporation (the “Company” or “IAC”), issued a press release announcing that it had entered into a Stock Purchase Agreement (the “Purchase Agreement”) by and among IAC, Care Parent, LLC, a Delaware corporation (“Acquiror”), an indirect wholly owned subsidiary of Pacific Avenue Capital Partners, and Care.com, Inc., a Delaware corporation (“Care.com”), pursuant to which IAC has agreed to sell to Acquiror, and Acquiror has agreed to purchase from the Company, all of the issued and outstanding shares of capital stock of Care.com in exchange for a gross purchase price of approximately $320 million (subject to certain adjustments), on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The Transaction is expected to close in the first half of 2026, subject to the satisfaction of certain customary closing conditions, including (i) the absence of any governmental order or action restraining, enjoining or prohibiting the consummation of the Transaction, (ii) the accuracy of the representations and warranties of the parties (subject to customary materiality qualifiers), and (iii) the performance by the parties of their respective covenants and agreements in all material respects. The completion of the Transaction is not subject to a financing condition. Under the terms of the Purchase Agreement, the consummation of the Transaction cannot occur prior to March 13, 2026.
The Purchase Agreement contains customary representations, warranties and covenants of the parties. Among other things, during the period between the execution of the Purchase Agreement and the earlier of the closing or termination of the Purchase Agreement, Care.com has agreed to conduct its business in the ordinary course consistent with past practice and has agreed to certain other operating covenants. The Purchase Agreement also contains customary termination provisions for transactions of this type, whereby the parties may terminate the Purchase Agreement (i) by mutual written consent, (ii) following a permanent legal prohibition on consummating the Transaction, (iii) if the closing has not occurred by a specified outside date, subject to certain conditions and (iv) following a breach by the other party of its representations and warranties or covenants contained in the Purchase Agreement that would result in a failure of a condition to the closing of the Transaction, subject to customary cure rights.
| Item 9.01. | Financial Statements and Exhibits. |
Exhibits.
| Exhibit Number |
Description | ||
| 99.1 | Press Release, dated as of March 2, 2026 | ||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| IAC Inc. | ||
| By: | /s/ KENDALL HANDLER | |
| Name: | Kendall Handler | |
| Title: | Executive Vice President, Chief Legal Officer & Secretary | |
Date: March 2, 2026