UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01. Regulation FD Disclosure.
On October 4, 2021, Crawford & Company issued a press release announcing they entered into an Asset Purchase Agreement with Praxis Consulting, Inc., (“Seller”), Game Tight, Inc., the sole shareholder of Seller, and J. Robert Ford, the sole shareholder of Game Tight, Inc. to purchase, acquire and assume from Seller, substantially all of Seller’s assets and certain of Seller’s liabilities for the total purchase price is $55.5 million. The payment is structured as an upfront payment of $45.5 million in cash with $25.5 million paid at closing and $20.0 million paid in January 2022. Payment of the remaining balance of $10.0 million is structured under various earnout scenarios over a two-year period. The Seller is engaged in the business of subrogation services performed for the benefit of insurance companies for their automotive, worker’s compensation and property insurance claims. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Form 8-K and the Exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
| (a) | Exhibits. The following exhibit is filed with this Report: |
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Exhibit |
Description | |
| 99.1 | Press Release of Crawford & Company, dated October 4, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| CRAWFORD & COMPANY | ||
| By: | /s/ Tami E. Stevenson | |
| Name: Tami E. Stevenson | ||
| Title: General Counsel and Corporate Secretary | ||
Date: October 4, 2021