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On June 12, 2025, Dun & Bradstreet Holdings, Inc. (NYSE:DNB), a leading global provider of business decisioning data and analytics, announced the approval of a merger agreement by its shareholders. The virtual special meeting, which saw a turnout of 78.31% of the eligible shareholders, resulted in a favorable vote for the proposed merger with Denali Intermediate Holdings, Inc. and its subsidiary, Denali Buyer, Inc. According to InvestingPro data, DNB’s stock has experienced significant pressure, declining over 25% in the past six months, making this strategic move particularly noteworthy for investors.
The approval signifies a majority agreement among Dun & Bradstreet’s shareholders for the merger, with 345,907,555 votes for, 3,049,985 against, and 656,790 abstentions. Additionally, a non-binding advisory vote on merger-related compensation for the company’s named executive officers was passed with 344,402,070 votes for, 4,510,109 against, and 702,151 abstentions.
The merger, announced previously on March 23, 2025, entails that Denali Buyer, Inc. will merge with Dun & Bradstreet, with the latter surviving as a wholly owned subsidiary of Parent. The transaction is expected to bring strategic benefits to the company, although the details of the potential impact were not disclosed in the press release.
The third proposal regarding the adjournment of the meeting was rendered moot as no further discussions were necessary, and the meeting did not require any postponement.
This development comes after the proxy statement filed with the U.S. Securities and Exchange Commission on May 14, 2025, and the first mailing of the statement to the company’s stockholders around May 13, 2025.
The completion of the merger is subject to customary closing conditions, including regulatory approvals. The transaction is expected to close in a timely manner, although no specific date has been provided.
This information is based on a press release statement and reflects the latest step in Dun & Bradstreet’s ongoing strategic initiatives. Investors and stakeholders are advised to monitor further announcements for updates on the merger’s progress and completion.
In other recent news, Clearlake Capital Group is on the verge of completing a $5.5 billion private debt deal to finance its acquisition of Dun & Bradstreet Holdings Inc. This transaction represents one of the largest private credit agreements in history, with Ares Management (NYSE:ARES) Corp. leading the financing efforts. The acquisition, valued at $7.7 billion, includes an equity value of $4.1 billion and is expected to close in the third quarter of 2025. Dun & Bradstreet shareholders will receive $9.15 per share as part of this all-cash transaction, which has received unanimous approval from the company’s Board of Directors. Analysts at Jefferies have downgraded Dun & Bradstreet’s stock rating from Buy to Hold, citing the acquisition terms and lowering the price target to $9.15. The acquisition agreement includes a 30-day "go-shop" period, allowing Dun & Bradstreet to seek potentially superior proposals. Upon completion, Dun & Bradstreet will become a privately held entity, and its stock will be delisted from public markets. Clearlake’s acquisition strategy is supported by a consortium of financial advisors, including Morgan Stanley (NYSE:MS) and Goldman Sachs.
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