CWANHIGH SIGNALRISK10-K

CWAN has entered into a merger agreement to be acquired while simultaneously taking on massive debt (1799% increase to $822.6M) that has turned the company unprofitable despite strong revenue growth.

The company faces significant execution risk with a pending merger concurrent with a major debt restructuring that has dramatically altered its financial profile. The shift from $12.2M operating income to a $7.7M operating loss, despite 62% revenue growth, indicates the new debt structure is severely impacting profitability and cash generation capabilities.

Comparing 2026-02-18 vs 2025-02-26View on EDGAR →
FINANCIAL ANALYSIS

CWAN underwent a dramatic financial transformation with total debt skyrocketing 1799% to $822.6M while revenue grew a healthy 62% to $731.4M and operating cash flow more than doubled to $175.9M. However, the massive debt burden flipped the company from $12.2M operating income to a $7.7M operating loss and from $424.4M net income to a $38.8M net loss, indicating the cost of the new financing structure is severely impacting profitability. The strong operational cash flow generation provides some comfort, but the dramatic increase in financial leverage combined with the pending merger creates significant financial risk for investors.

FINANCIAL STATEMENT CHANGES
Total Debt
Balance Sheet
+1799.3%
$43.3M→$822.6M

Debt increased 1799.3% — substantial leverage increase; assess whether deployed for growth or covering losses.

Total Liabilities
Balance Sheet
+618.3%
$139.3M→$1.0B

Liabilities grew 618.3% — significant increase in debt or obligations, assess impact on financial flexibility.

Operating Income
P&L
-162.8%
$12.2M→-$7.7M

Operating income deteriorated sharply — investigate whether driven by one-time charges or structural cost issues.

Total Assets
Balance Sheet
+159.2%
$1.2B→$3.0B

Asset base grew 159.2% — expansion through organic growth, acquisitions, or capital deployment.

Operating Cash Flow
Cash Flow
+136.7%
$74.3M→$175.9M

Operating cash flow surged 136.7% — exceptional cash generation, highest quality earnings signal.

Capital Expenditure
Cash Flow
+119.7%
$5.3M→$11.6M

Capital expenditure jumped 119.7% — major investment cycle underway; assess returns on deployment.

Current Liabilities
Balance Sheet
+109.4%
$77.1M→$161.3M

Current liabilities surged 109.4% — significant near-term obligations; verify ability to meet short-term debt.

Net Income
P&L
-109.1%
$424.4M→-$38.8M

Net income declined 109.1% — review whether driven by operations, interest costs, or non-recurring items.

Stockholders Equity
Balance Sheet
+100.5%
$1.0B→$2.0B

Equity base grew 100.5% — retained earnings accumulation or equity issuance strengthening the balance sheet.

Revenue
P&L
+61.9%
$451.8M→$731.4M

Strong top-line growth of 61.9% — accelerating demand or successful expansion into new markets.

LANGUAGE CHANGES
NEW — 2026-02-18
PRIOR — 2025-02-26
ADDED
2025 Credit Agreement refers to the credit agreement, dated as of April 21, 2025, entered into by and among CWAN Acquisition, LLC, Clearwater Analytics, LLC, the lenders party thereto from time to time, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent.
CECL refers to the current expected credit losses model per ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.
Continuing Equity Owners refers collectively to direct or indirect holders of LLC Interests and/or our Class B common stock, including certain of the Initial Principal Equity Owners (as defined in the LLC Agreement) and certain of our directors and their respective Permitted Transferees who may exchange at each of their respective options, in whole or in part from time to time, their LLC Interests (along with an equal number of shares of Class B common stock (and such shares shall be immediately canceled)) for newly issued shares of our Class A common stock.
Merger Agreement refers to the Agreement and Plan of Merger, dated December 20, 2025, by and among the Company, GT Silver BidCo, Inc.
( Parent ) and GT Silver Merger Sub, Inc., a wholly-owned subsidiary of Parent ( Merger Sub ).
+7 more — sign up free →
REMOVED
2025 Term Loan refers to the senior secured term loan B facility which Clearwater Analytics, LLC completed syndication for in connection with the anticipated acquisition of Enfusion, Inc.
Blocker Entities refers to entities that, prior to the consummation of the Transactions, were affiliated with certain of the Continuing Equity Owners, each of which was a direct or indirect owner of LLC Interests in CWAN Holdings prior to the Transactions and is taxable as a corporation for U.S.
Blocker Shareholders refers to entities affiliated with certain of the Continuing Equity Owners, each of which was an owner of one or more of the Blocker Entities prior to the Transactions, which exchanged their interests in the Blocker Entities for shares of our Class A common stock, in the case of Other Continuing Equity Owners, and for shares of our Class D common stock, in the case of the Principal Equity Owners, in connection with the consummation of the Transactions.
Borrower refers to Clearwater Analytics, LLC as borrower under the Credit Agreement.
CECL refers to the current expected credit losses model per ASU 2023-09, Income Taxes (Topic 326): Measurement of Credit Losses on Financial Instruments.
+7 more — sign up free →
MORE RISK SIGNALS
CAPSHIGHCAPS underwent a major business expansion through acquisitions while experiencin...
2026-04-16
KALAHIGHKALA has undergone a dramatic business transformation with massive share dilutio...
2026-04-15
RAINHIGHRain Enhancement Technologies underwent a financial restatement revealing signif...
2026-04-15
POLAHIGHPOLA experienced severe financial deterioration with gross profit turning negati...
2026-04-15
ANALYZE ANY FILING FREE

See what changed in your portfolio's filings

500+ US-listed companies analyzed. Language delta, financial analysis, instant signal scoring.

Try Tracenotes free →