CBIZ Profits Rise as $5 Billion Buyout Advances

CBIZ reported third-quarter net income of $47.236 million and revenue of $702.240 million. A proposed $5.0 billion all-cash acquisition would take the company off the stock exchange and make it private. Grant Thornton, through a U.S. affiliate backed by New Mountain Capital, plans to acquire CBIZ for $55.00 per share. Shareholders and regulators must approve the transaction.

Earnings and the Buyout

For the three months ended September 30, 2026, CBIZ’s net income rose to $47.236 million from $30.146 million in the same period of 2025, while revenue increased to $702.240 million from $693.818 million. Diluted earnings per share climbed to $0.79 from $0.48. Adjusted EBITDA reached $131.852 million, compared with $124.005 million a year earlier.

For the first nine months of 2026, revenue totaled $2.233025 billion and net income reached $218.627 million. In the comparable 2025 period, revenue was $2.215328 billion and net income was $194.861 million. Nine-month diluted earnings per share increased to $3.62 from $3.06, while adjusted EBITDA declined to $479.345 million from $485.127 million.

CBIZ signed the merger agreement July 29, 2026, and announced its results October 19. If the deal closes as expected in the fourth quarter of 2026, CBIZ common stock will stop trading on the New York Stock Exchange. The company said the proposed transaction meant it wouldn't provide full-year 2026 financial guidance or hold a conference call on the quarterly results.

CBIZ said it has more than 9,500 team members across 23 major markets and advises middle-market businesses in accounting, tax, advisory, benefits, insurance and technology. Its release listed retaining or hiring key personnel and disruption to relationships with employees, customers and partners among risks tied to the deal and the company’s operations.

Workers, Debt and Operating Risks

The company reported $588.186 million in third-quarter operating expenses and $90.177 million in operating income. Interest expense was $23.986 million. For the first nine months, operating income was $308.755 million, down from $319.168 million in the comparable period of 2025, while interest expense was $72.237 million, compared with $80.983 million.

At September 30, CBIZ reported $2.697705 billion in total liabilities and $1.912724 billion in stockholders’ equity. Its debt included a $96.250 million current portion of the term loan, $176.500 million drawn from its revolving credit facility and a $1.181250 billion long-term term-loan balance. The company’s amended credit agreement provides $2.0 billion in senior secured credit facilities, including a $1.4 billion term loan and a $600 million revolving facility.

Cyberattacks could cause serious harm. CBIZ warned that attacks or security breaches affecting its systems or vendors’ systems could materially harm its business. The company also cited its dependence on licensed third-party software and information-processing systems, along with possible liability for errors and omissions. Its release listed risks including integration delays, difficulty achieving revenue and cost synergies, increased leverage, debt-service needs, client losses and inability to retain staff and customers.

Cash, Adjustments and Shareholder Approval

Net cash provided by operating activities reached $147.055 million in the first nine months of 2026, compared with $48.846 million in 2025. Free cash flow was $125.235 million, up from $33.811 million. The company reported a $57.955 million gain related to final working-capital and purchase-price adjustments for the Marcum Transaction.

CBIZ also reported a $7.2 million estimated loss in the first nine months related to a legal matter it planned to settle. Its adjusted financial measures exclude items including the Marcum Transaction, integration costs, acquired-intangible amortization and other significant non-operating gains and losses. The company said those measures supplement, rather than replace or outrank, results prepared under generally accepted accounting principles.

The proposed acquisition still needs CBIZ shareholder approval, regulatory approvals and customary closing conditions. The company listed transaction costs, litigation, integration and uncertainty about the combined company’s results among the risks associated with completing the deal.