Forian Inc. Receives Proposal to Go Private Led by Founder and CEO

Forian Inc. (NASDAQ:FORA) announced that its Board of Directors has received an unsolicited, preliminary, non-binding proposal from a consortium led by company founder, Executive Chairman and Chief Executive Officer Max Wygod to take the company private at $2.10 per share. The proposal group, which includes inside directors Adam Dublin and Shahir Kassam-Adams, collectively owns approximately 63% of the company's common stock, giving them significant influence over the potential transaction.

The $2.10 per share offer represents a 19% premium to Forian's closing price as of August 22, 2025, providing public stockholders with immediate liquidity at a substantial premium to current trading levels. According to Wygod's proposal letter, the transaction addresses concerns about Forian's low float depressing liquidity and creating valuation disparities between the company and comparable private peers. The proposal also cites the expense, distraction and administrative burden of quarterly reporting requirements and Sarbanes-Oxley compliance obligations as reasons why private ownership might better serve the company's interests.

The company's Board of Directors has established a Special Committee consisting of independent directors to evaluate the proposal and determine the appropriate course of action. The transaction would be conditioned on several factors, including receipt of financing, negotiation of satisfactory employment agreements, execution of a definitive acquisition agreement, and approval by the Special Committee. The consortium plans to fund the transaction through a combination of personal resources, third-party financing and the company's net cash at closing.

The proposed transaction structure involves a two-step process beginning with a cash tender offer for all outstanding shares followed by a short-form merger under Section 251(h) of the Delaware General Corporation Law. The consortium has engaged Allen Overy Shearman Sterling US LLP as legal counsel and anticipates being able to execute a definitive agreement promptly given their extensive knowledge of the company. However, the company emphasized that there can be no assurance that any definitive offer will be received or that any transaction will be approved or consummated.

This development is significant for shareholders and market observers as it represents a potential major shift in Forian's ownership structure and could impact the company's strategic direction. The proposal comes at a time when Forian has been expanding its data science capabilities, particularly following its recent acquisition of Kyber Data Science, which extended its services into the financial services industry. The outcome of this proposal could influence how other small-cap technology companies approach public market challenges versus private ownership advantages.