US Market News
2 months ago
TriNet to Acquire Cocoon, Expanding Leave Management Solutions for SMBsApril 9, 2026 4:15 PM
PR Newswire (US)
Acquisition Will Add Compliance-First Leave Product and AI-Enabled Workflows
for TriNet Clients and Their EmployeesDUBLIN, Calif., April 9, 2026 /PRNewswire/ -- TriNet (NYSE: TNET), a leading provider of comprehensive human resources solutions for small and medium-size businesses (SMBs), today announced it has entered into a definitive agreement to acquire Cocoon, a market leader in leave management technology. Upon completion of the deal, the strategic acquisition will strengthen TriNet's leave of absence (LOA) offering, with the addition of a robust and intuitive compliance-driven product that improves both the employer and employee experience at every touchpoint.
"An employee's leave of absence often represents a pivotal moment in the relationship with their employer. It provides an opportunity to foster trust and provide meaningful support amid an increasingly complex landscape of corporate policies, insurance coverages, and statutory leave laws," said Mike Simonds, TriNet president and CEO. "Our acquisition of Cocoon, integrated with our proprietary platform and service delivery, will enable TriNet clients to stand out for their care and commitment to employee well-being, while helping to ensure corporate compliance." Simonds added, "We look forward to welcoming Cocoon's talented team and clients to TriNet, and we are committed to a smooth transition and continuing to build out an exceptional employee benefits offering."Cocoon will strengthen TriNet's platform with a compliance-focused leave of absence (LOA) solution designed to deliver a seamless, end-to-end experience for employees and administrators. Its automated workflows and rich leave data will support the development of AI-enabled capabilities that help ensure compliance, strengthen governance, and enable smarter leave management decisions. TriNet clients will benefit from an easy-to-use interface, real-time leave information, integrated claims filing with state and disability carriers, and automated payroll calculations and tracking. Cocoon's current customers and channel partners will benefit by gaining access to TriNet's extensive resources and decades of HR solutions expertise. Bringing the Cocoon team into TriNet will further accelerate innovation through strong product development and design expertise."TriNet shares our vision for transforming leave management into an empowering experience for both employers and employees," said Mahima Chawla, CEO and Co-founder of Cocoon. "Joining TriNet allows us to significantly scale our impact to a broader audience and further our commitment to delivering innovative and intuitive solutions to HR's biggest pain points. The Cocoon team looks forward to integrating with TriNet and delivering a truly unified leave experience that addresses the needs of today's workforce and tomorrow's challenges."Upon deal close, Cocoon will become a wholly owned subsidiary of TriNet. The acquisition is expected to close this month, subject to customary closing conditions, including the receipt of regulatory approvals. Financial terms of the acquisition were not disclosed, and the acquisition of Cocoon is not expected to have a material impact on the Company's financial guidance for 2026.About TriNet
TriNet is a leading provider of Human Resources solutions for small and medium-size businesses, offering advanced technology-enabled services that include human capital expertise, employee benefits such as health insurance and retirement plans, payroll and payroll tax administration, risk mitigation, and compliance consulting. Our long-term objective is to be the premier provider of HR services for a broad range of SMBs through industry leading benefits, sales distribution excellence, and a world class services delivery model. For more information, visit TriNet.com or follow us on Facebook, LinkedIn and Instagram.About Cocoon
Cocoon is a leave management platform that uses first-of-its-kind technology to take the work out of employee leave. They partner with People teams at forward-thinking companies to save them hours per week, mitigate risk, and reduce stress for employees. Unlike traditional solutions, Cocoon's software automates the most complex parts of compliance, claims, and payroll for a more reliable, modern, seamless experience. Founded in 2020 by former Stripe and Square leaders, Cocoon is backed by Index Ventures, First Round Capital, and other prominent technology investors.Investor Relations: Press/Media:Alex Bauer Renee Brotherton/Josh GrossTriNet TriNetAlex.Bauer@TriNet.com Renee.Brotherton@TriNet.com
Josh.Gross@TriNet.comCocoon Contact:
Grace@Cocoon.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/trinet-to-acquire-cocoon-expanding-leave-management-solutions-for-smbs-302738636.htmlSOURCE TriNet Group, Inc.
Original: TriNet to Acquire Cocoon, Expanding Leave Management Solutions for SMBs
US Market News
2 months ago
TriNet Unveils Platform Innovations Purpose-Built for Today's Small and Medium-Size BusinessesMarch 24, 2026 9:15 AM
PR Newswire (US)
New AI-driven HR support, global workforce, IT asset management, and retirement plan integrations help SMBs manage their workforce through one connected platformLAS VEGAS, March 24, 2026 /PRNewswire/ -- Today, at Transform, the premier global community shaping the future of people and work, TriNet (NYSE: TNET), announced strategic expansions to the TriNet platform that reflect how the future of work is reshaping the way teams are built, supported, and managed. As a leading provider of comprehensive human resources solutions for small and medium-size businesses (SMBs), TriNet's new platform innovations include AI-powered HR support, global workforce management, IT operation, and retirement plan integrations, giving SMBs a more connected, scalable way to manage their workforce from a single, integrated system.
"Today's businesses need connected systems that work together seamlessly, not more tools to manage," said Jeff Hayward, EVP, Chief Service and Technology Officer at TriNet. "By embedding AI, IT automation, global workforce capabilities, and retirement plan connectivity into the TriNet platform, we're giving SMBs a unified technology foundation that reduces friction, increases accuracy, and supports long-term growth.""Work is evolving quickly, and SMBs need technology that helps them stay ahead of that change," said Lisa Reeves, Chief Product Officer at TriNet. "Our focus is on building a platform that's proactive, flexible, and intuitive, so our customers can manage complexity behind the scenes and stay prepared for what's next, without adding operational burden."The latest innovations introduced by TriNet include:TriNet Assistant: TriNet is advancing its AI capabilities with TriNet Assistant, a secure, AI-powered gateway that combines advanced technology with deep HR expertise. Built on TriNet's expansive data and organizational knowledge, TriNet Assistant enables customers to access personalized answers, complete tasks, and make informed decisions through a conversational experience. AI handles repetitive and administrative work, while experienced HR professionals remain central to delivering strategic insight and guidance—allowing customers to benefit from both speed and expertise.
TriNet Global, Powered by Multiplier: As more companies adopt global workforce strategies, TriNet Global, powered by Multiplier, enables businesses to hire, manage, and pay talent without the traditional complexity of global employment. TriNet Global delivers built-in compliance, localized benefits, and ongoing support, while embedding key workflows such as onboarding, offboarding, and reporting directly into the TriNet platform. Employers gain a centralized view of their global workforce, enabling faster international expansion with confidence. "TriNet is the gold standard in U.S. HR, and Multiplier is purpose-built for global employment. This partnership brings those two strengths together in one place, giving TriNet customers compliant hiring and payroll in 150+ countries without the complexity. That's how we're helping businesses hire the best global talent, wherever they are," said Sagar Khatri, CEO and Co-founder, Multiplier.
TriNet IT, Powered by Electric AI: TriNet is expanding into IT asset management with TriNet IT, powered by Electric AI, bringing device and asset management directly into core HR workflows. With TriNet IT, actions such as device ordering, provisioning, and access management are embedded into onboarding and offboarding processes. Companies can reduce IT workload, save on hardware costs, and mitigate security risk—while employees are equipped, secure, and productive from day one. "The future of IT and HR is connected, and the partnership between Electric AI and TriNet brings that vision to life," said Ryan Denehy, Founder and CEO, Electric AI. "By combining TriNet's leading HCM platform with Electric's automated IT platform, we're helping businesses seamlessly onboard, secure, and support their teams from day one."
Expanded Retirement Plan Integrations with Leading Providers: TriNet will also be simplifying retirement plan administration through pre-built, connector-based integrations with leading retirement providers, beginning with Voya and Vestwell.To learn more about TriNet's updates and see demonstrations, visit TriNet at Transform at the Wynn Las Vegas, Booth 153 or go to: https://www.trinet.com/launchAbout TriNet
TriNet is a leading provider of Human Resources solutions for small and medium-size businesses, offering advanced technology-enabled services that include human capital expertise, employee benefits such as health and retirement plans, payroll and payroll tax administration, risk mitigation, and compliance consulting. Our long-term objective is to be the premier provider of HR services for a broad range of SMBs through industry leading benefits, sales distribution excellence, and a world class services delivery model. For more information, visit TriNet.com or follow us on Facebook, LinkedIn and Instagram.Investor Relations: Press/Media:Alex BauerRenee Brotherton/Josh GrossTriNetTriNetAlex.Bauer@TriNet.comRenee.Brotherton@TriNet.comJosh.Gross@TriNet.com
View original content to download multimedia:https://www.prnewswire.com/news-releases/trinet-unveils-platform-innovations-purpose-built-for-todays-small-and-medium-size-businesses-302723058.htmlSOURCE TriNet
Original: TriNet Unveils Platform Innovations Purpose-Built for Today's Small and Medium-Size Businesses
US Market News
4 months ago
TriNet Announces Fourth Quarter, Fiscal Year 2025 Results, and Full Year 2026 GuidanceFebruary 12, 2026 7:00 AM
PR Newswire (US)
TriNet Stock Repurchase Program Authorized up to $400 million DUBLIN, Calif., Feb. 12, 2026 /PRNewswire/ -- TriNet Group, Inc. (NYSE: TNET), a leading provider of comprehensive and flexible human capital management (HCM) solutions for small and medium-size businesses (SMBs), today announced financial results for the fourth quarter and full year ended December 31, 2025. The fourth quarter and full year highlights below include non-GAAP financial measures which are reconciled later in this release.
"We closed out 2025 by delivering earnings at the top-end of our guidance," said Mike Simonds, TriNet's President and CEO. "In 2025, we successfully repriced our business, grew free cash flow by 16%, and returned over $200 million in capital to shareholders through share repurchases and dividends."Simonds continued, "As we enter 2026, we have a clear strategy in place, with several initiatives launching in support of our strategy, including AI-powered TriNet Assistant for customer service, expansion of our broker channel, and several new exciting partnerships, just to name a few. Momentum is building, and we expect our results to reflect this as we work our way through 2026."Fourth quarter highlights include:Total revenues decreased 2% to $1.2 billion compared to the same period last year.Professional service revenues decreased 7% to $169 million compared to the same period last year.Net loss was $1 million, or $(0.01) loss per share, compared to net loss of $23 million, or $(0.46) loss per share, in the same period last year.Adjusted Net Income was $21 million, or $0.46 per diluted share, compared to Adjusted Net Income of $22 million, or $0.44 per diluted share, in the same period last year.Adjusted EBITDA was $57 million, representing an Adjusted EBITDA Margin of 4.7%, compared to Adjusted EBITDA of $60 million, representing an Adjusted EBITDA Margin of 4.7% in the same period last year.Average Worksite Employees (WSEs) decreased 9% as compared to the same period last year and decreased 3% as compared to the previous quarter, to approximately 324,000.Full year highlights include:Total revenues decreased 1% to $5.0 billion as compared to 2024.Professional service revenues decreased 6% to $719 million as compared to 2024.Net income was $155 million or $3.20 per diluted share, compared to net income of $173 million or $3.43 per diluted share, in 2024.Adjusted Net income was $230 million or $4.73 per diluted share, compared to net income of $269 million or $5.32 per diluted share, in 2024.Adjusted EBITDA was $425 million, representing an Adjusted EBITDA Margin of 8.5%, compared to Adjusted EBITDA of $485 million, representing an Adjusted EBITDA Margin of 9.6% in 2024.Average Worksite Employees (WSEs) decreased by 5% compared to 2024, to approximately 334,000.Stock Repurchase Program:TriNet stock repurchase program increased by $336 million to bring the total available for repurchase to $400 million as of February 6, 2026, to be deployed subject to market conditions.Full-Year 2026 GuidanceIn addition to announcing our fourth quarter 2025 results, we provide our full-year 2026 guidance. Non-GAAP financial measures are reconciled later in this release.
Full Year 2026(dollars in millions, except for per share amounts)
Low
HighTotal Revenues
$ 4,750
$ 4,900Professional Service Revenues
$ 625
$ 645Insurance Cost Ratio
90.75 %
89.25 %Adjusted EBITDA Margin
7.5 %
8.7 %Diluted net income per share of common stock
$ 2.15
$ 3.05Adjusted Net Income per share – diluted
$ 3.70
$ 4.70Annual Report on Form 10-K We anticipate filing our Annual Report on Form 10-K ("Form 10-K") for the year ended December 31, 2025 with the U.S. Securities and Exchange Commission (SEC) and making it available at https://www.trinet.com on or about February 12, 2026. This press release should be read in conjunction with the Form 10-K and the related Notes to Consolidated Financial Statements and Management's Discussion and Analysis of Financial Condition and Results of Operations contained in the Form 10-K.Earnings Conference Call and Audio WebcastTriNet will host a conference call at 5:30 a.m. PT today to discuss its fourth quarter and year end results for 2025 and provide full-year financial guidance for 2026. TriNet encourages participants to pre-register for the webcast. The live webcast of the conference call can be accessed on the Investor Relations section of TriNet's website at https://investor.trinet.com. Participants can pre-register for the webcast by going to: https://events.q4inc.com/attendee/808309156. Callers can pre-register for the conference call by going to: https://dpregister.com/sreg/10206352/10338348330. For those who would like to join the call but have not pre-registered, they can do so by dialing +1 (412) 317-5426 and requesting the "TriNet Conference Call." A replay of the webcast will be available on this website for approximately one year. A telephonic replay will be available for two weeks following the conference call at +1 (412) 317-0088 conference ID:About TriNetTriNet is a leading provider of Human Resources solutions for small and medium size businesses, offering advanced technology-enabled services that include human capital expertise, employee benefits such as health insurance and retirement plans, payroll and payroll tax administration, risk mitigation, and compliance consulting. Our long-term objective is to be the premier provider of HR services for a broad range of SMBs through industry leading benefits, sales distribution excellence, and a world class services delivery model. For more information, please visit TriNet.com or follow us on Facebook, LinkedIn and Instagram.Use of Non-GAAP Financial MeasuresReconciliations of non-GAAP financial measures to TriNet's financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section titled "Non-GAAP Financial Measures."Forward-Looking StatementsThis press release contains, and statements made during the above referenced conference call will contain, statements that are not historical in nature, are predictive in nature, or that depend upon or refer to future events or conditions or otherwise contain forward-looking statements within the meaning of Section 21 of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, including, among other things, TriNet's expectations and assumptions regarding: TriNet's financial guidance for the full-year 2026 and the underlying assumptions; TriNet's mid-term outlook and the underlying assumptions; TriNet's development, launch and on-going support of initiatives including AI-powered TriNet Assistant; expansion of our broker channel and new partnerships; TriNet's ability to build momentum in its business; and TriNet's ability to execute on our strategy. Forward-looking statements are often identified by the use of words such as, but not limited to, "ability," "anticipate," "believe," "can," "continue," "could," "estimate," "expect," "goal," "guidance," "impact," "intend," "may," "objective," "plan," "project," "should," "strategy," "support," "target," "value," "will," "would" and similar expressions or variations intended to identify forward-looking statements. These statements are not guarantees of future performance but are based on management's expectations as of the date hereof and assumptions that are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from our current expectations and any past or future results, performance or achievements expressed or implied by the forward-looking statements. Investors are cautioned not to place undue reliance upon any forward-looking statements.Important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements include: our ability to manage unexpected changes in workers' compensation and health insurance claims and costs, including by WSEs; our ability to mitigate the distinct business risks we face as a co-employer; the effects of volatility in the financial and economic environment on the businesses that make up our client base; our inability to realize or sustain the expected benefits from our business realignment initiatives, and any associated increases in costs as a result of these initiatives; loss of clients for reasons beyond our control and the short-term contracts we typically use with our clients; the impact of regional or industry-specific economic and health factors on our operations; the impact of failures or limitations in the business systems and centers we rely upon; changes in our insurance coverage or our relationships with key insurance carriers; our ability to improve our services and technology to satisfy client and regulatory expectations, including with respect to artificial intelligence; our ability to effectively integrate businesses we have acquired or may acquire in the future; our ability to effectively manage and improve our operational effectiveness and resiliency; our ability to price our services at rates that our clients continue to find attractive; our ability to attract and retain qualified personnel; the effects of increased competition and our ability to compete effectively; the impact on our business of cyber-attacks, breaches, disclosures and other data-related incidents; our ability to comply with evolving data privacy, artificial intelligence and security laws; our ability to manage changes in, uncertainty regarding, or adverse application of the complex laws and regulations that govern our business; changing laws and regulations governing health insurance and employee benefits; our ability to keep pace with changes in technology or provide timely enhancements to our solutions and support, including with respect to artificial intelligence; risks associated with our international operations, including potential political or economic risks; our ability to operate a business subject to numerous complex laws; changing laws and regulations governing health insurance and other traditional employee benefits at the federal, state, and local levels; our ability to be recognized as an employer of worksite employees and for our benefits plans to satisfy all requirements under federal and state regulations; changes in the laws and regulations that govern what it means to be an employer, employee or independent contractor; the impact of new and changing laws regarding remote work; our ability to comply with the licensing requirements that govern our solutions; the failure of third-party service providers performing their functions; the failure to comply with anti-corruption laws and regulations, economic and trade sanctions, and similar laws; the outcome of existing and future legal and tax proceedings; fluctuation in our results of operations, stock price and maintenance of performance measures year over year due to factors outside of our control; our ability to comply with the restrictions of our indebtedness and meet our debt obligations; the need for additional capital or to restructure our existing debt; the continuation of our stock repurchase program; and the impact of concentrated ownership in our stock by Atairos and other large stockholders and the anti-takeover provisions in our charter documents and under Delaware law. Any of these factors could cause our actual results to differ materially from our anticipated results.Further information on risks that could affect TriNet's results is included in our filings with the SEC, including under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available on our investor relations website at https://investor.trinet.com and on the SEC website at https://www.sec.gov. Copies of these filings are also available by contacting TriNet Corporation's Investor Relations Department at (510) 875-7201. Except as required by law, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements in this press release, and any forward-looking statements in this press release speak only as of the date of this press release. In addition, we do not assume any obligation, and do not intend, to update any of our forward-looking statements, except as required by law.Contacts:
Investors:Media:Alex BauerRenee Brotherton / Josh GrossTriNetTriNetInvestorrelations@TriNet.comRenee.Brotherton@TriNet.com(510) 875-7201Josh.Gross@TriNet.com
(408) 646-5103Key Financial and Operating MetricsWe regularly review certain key financial and operating metrics to evaluate growth trends, measure our performance and make strategic decisions. These key financial and operating metrics may change over time. Our key financial and operating metrics for the periods presented were as follows:
Three Months Ended December 31,
Year Ended December 31,(in millions, except per share and Operating Metrics data)2025
2024
% Change
2025
2024
%
ChangeIncome Statement Data:
Total revenues$ 1,248
$ 1,277
(2)%
$ 5,010
$ 5,053
(1)%Income (loss) before tax1
(37)
(103)
217
226
(4)
Net income (loss)(1)
(23)
(96)
155
173
(10)
Diluted net income (loss) per share of common stock(0.01)
(0.46)
(98)
3.20
3.43
(7)
Non-GAAP measures (1):
Adjusted EBITDA 57
60
(5)
425
485
(12)
Adjusted Net income 21
22
(5)
230
269
(14)
Free Cash Flow
234
201
16
Operating Metrics:
Insurance Cost Ratio94 %
95 %
(1)%
91 %
90 %
1
Average WSEs323,555
355,157
(9)
333,886
352,681
(5)%Total WSEs323,206
360,681
(10)
323,206
360,681
(10)
(1)Refer to Non-GAAP measures definitions and reconciliations from GAAP measures under the heading "Non-GAAP Financial Measures" (in millions)December 31,
2025
December 31,
2024
%
Change
Balance Sheet Data:
Cash and cash equivalents$ 287
$ 360
(20)%Working capital231
199
16
Total assets3,797
4,119
(8)
Debt895
983
(9)
Total stockholders' equity54
69
(22)
Year Ended December 31,(in millions)2025
2024
% ChangeCash Flow Data:
Net cash provided by operating activities$ 303
$ 279
9%Net cash provided by (used in) investing activities(43)
153
(128)
Net cash used in financing activities(49)
(207)
(76)
TRINET GROUP, INC.CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited)
Three Months Ended
December 31,
Year Ended December 31,(in millions except per share data)20252024
20252024Professional service revenues$ 169$ 181
$ 719$ 765Insurance service revenues1,0651,081
4,2244,224Interest income1415
6764Total revenues1,2481,277
5,0105,053Insurance costs1,0031,025
3,8353,797Cost of providing services7476
289304Sales and marketing6671
269289General and administrative5892
207232Systems development and programming1616
7168Depreciation and amortization of intangible assets1619
6675Interest expense, bank fees and other1415
5662Total costs and operating expenses1,2471,314
4,7934,827Income (loss) before tax1(37)
217226Income taxes (benefit)2(14)
6253Net income (loss)$ (1)$ (23)
$ 155$ 173Other comprehensive income, net of income taxes—(5)
3(1)Comprehensive income$ (1)$ (28)
$ 158$ 172Net income per share:
Basic$ (0.01)$ (0.46)
$ 3.20$ 3.47Diluted$ (0.01)$ (0.46)
$ 3.20$ 3.43Weighted average shares:
Basic4850
4850Diluted4850
4950 TRINET GROUP, INC.CONSOLIDATED BALANCE SHEETS (Unaudited)
December 31,
December 31,(in millions, except share and per share data)
2025
2024Assets
Current assets:
Cash and cash equivalents
$ 287
$ 360Restricted cash, cash equivalents and investments
1,694
1,413Accounts receivable, net
20
32Payroll funds receivable
264
349Prepaid expenses, net
82
64Other payroll assets
474
916Other current assets
47
46Total current assets
2,868
3,180Restricted cash, cash equivalents and investments, noncurrent
128
145Property and equipment, net
11
10Operating lease right-of-use asset
36
24Goodwill
461
461Software and other intangible assets, net
153
156Other assets
140
143Total assets
$ 3,797
$ 4,119Liabilities and stockholders' equity
Current liabilities:
Accounts payable and other current liabilities
$ 86
$ 89Revolving credit agreement borrowings
—
75Client deposits and other client liabilities
57
76Accrued wages
555
580Accrued health insurance costs, net
207
189Accrued workers' compensation costs, net
42
44Payroll tax liabilities and other payroll withholdings
1,671
1,906Operating lease liabilities
10
13Insurance premiums and other payables
9
9Total current liabilities
2,637
2,981Long-term debt, noncurrent
895
908Accrued workers' compensation costs, noncurrent, net
106
110Deferred taxes
55
11Operating lease liabilities, noncurrent
37
26Other non-current liabilities
13
14Total liabilities
3,743
4,050Total stockholders' equity
54
69Total liabilities & stockholders' equity
$ 3,797
$ 4,119 TRINET GROUP, INC.CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Year Ended December 31,(in millions)202520242023Operating activities
Net income$ 155$ 173$ 375Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of intangible assets667572Amortization of deferred costs494440Amortization of ROU asset, lease modification, impairment, and abandonment7119Stock based compensation656559Deferred income taxes45(2)5Impairment of intangibles and other5287Changes in operating assets and liabilities:
Accounts receivable, net—(2)(3)Prepaid expenses, net(12)(18)4Other payroll assets—3(3)Other assets(42)(52)(35)Accounts payable and other liabilities(4)—(11)Client deposits and other client liabilities(3)(10)23Accrued wages(2)(5)7Accrued health insurance costs, net1(2)7Accrued workers' compensation costs, net(4)(11)(8)Payroll taxes payable and other payroll withholdings(10)(3)8 Operating lease liabilities(13)(15)(17)Net cash provided by operating activities303279539Investing activities
Purchases of marketable securities(78)(190)(276)Proceeds from sale and maturity of marketable securities103421286Acquisitions of property and equipment and software(69)(78)(75)Proceeds from sale of business1——Other Investments——(5)Net cash provided by (used in) investing activities(43)153(70)Financing activities
Change in WSE and TriNet Trust related assets and liabilities, net2811396Repurchase of common stock(183)(183)(1,122)Proceeds from issuance of common stock 111215Payment of long-term financing costs and debt issuance costs——(9)Proceeds from issuance of 2031 Notes——400Proceeds from revolving credit agreement borrowings ——695Repayment of revolving credit agreement borrowings(90)(110)(495)Awards effectively repurchased for required employee withholding taxes(16)(28)(30)Dividends paid(52)(37)—Net cash used in financing activities(49)(207)(540)Effect of exchange rate changes on cash and cash equivalents———Net increase (decrease) in cash and cash equivalents, unrestricted and restricted211225(71)Cash and cash equivalents, unrestricted and restricted:
Beginning of period1,6911,4661,537End of period$ 1,902$ 1,691$ 1,466Supplemental disclosures of cash flow information
Interest paid$ 52$ 59$ 25Income taxes paid, net2776114Supplemental schedule of noncash investing and financing activities
Cash dividend declared, but not yet paid$ 13$ 12$ —Payable for purchase of property and equipment$ 3$ 2$ 4Receivable from sale of business$ 6$ —$ — Non-GAAP Financial MeasuresIn addition to the selected financial measures presented in accordance with U.S. Generally Accepted Accounting Principles (GAAP), we monitor other non-GAAP financial measures that we use to manage our business, to make planning decisions, to allocate resources and to use as performance measures in our executive compensation plan. These key financial measures provide an additional view of our operational performance over the long term and provide information that we use to maintain and grow our business.The presentation of these non-GAAP financial measures is used to enhance the understanding of certain aspects of our financial performance. It is not meant to be considered in isolation from, superior to, or as a substitute for the directly comparable financial measures prepared in accordance with GAAP.Non-GAAP MeasureDefinitionHow We Use The MeasureAdjusted EBITDA• Net income, excluding the effects of: - income tax provision, - interest expense, bank fees and other,- depreciation, - amortization of intangible assets, - stock based compensation expense,- amortization of cloud computing arrangements,- transaction and integration costs, and- restructuring costs.• Provides period-to-period comparisons on a consistent basis and an understanding as to how our management evaluates the effectiveness of our business strategies by excluding certain non-recurring costs, which include restructuring costs, as well as certain non-cash charges such as depreciation and amortization, and stock-based compensation and certain impairment charges recognized based on the estimated fair values. We believe these charges are either not directly resulting from our core operations or not indicative of our ongoing operations.• Enhances comparisons to the prior period and, accordingly, facilitates the development of future projections and earnings growth prospects.• Provides a measure, among others, used in the determination of incentive compensation for management.• We also sometimes refer to Adjusted EBITDA margin, which is the ratio of Adjusted EBITDA to total revenues.Adjusted Net Income• Net income, excluding the effects of: - effective income tax rate (1), - stock based compensation expense, - amortization of intangible assets, net,- non-cash interest expense, - restructuring costs, and- the income tax effect (at our effective tax rate (1) of these pre-tax adjustments.)• Provides information to our stockholders and board of directors to understand how our management evaluates our business, to monitor and evaluate our operating results, and analyze profitability of our ongoing operations and trends on a consistent basis by excluding certain non-cash charges.Free Cash Flow• Net cash provided by operating activities reduced by capital expenditures• Provides information on the strength of our liquidity and available cash.• Provides management with a measure to assist in making planning decisions, evaluate our performance and allocate resources.• We also sometimes refer to Free Cash Flow Conversion ratio, which is the ratio of free cash flow to Adjusted EBITDA.
(1) Non-GAAP effective tax rate is 25.0% for 2025, and 25.6% for 2024, which excludes the income tax impact from stock-based compensation, changes in uncertain tax positions, and nonrecurring benefits or expenses from federal legislative changes. Reconciliation of GAAP to Non-GAAP MeasuresThe table below presents a reconciliation of Net (loss) income to Adjusted EBITDA:
Three Months Ended
December 31,
Year Ended December
31,(in millions)20252024
20252024Net income (loss)$ (1)$ (23)
$ 155$ 173Provision for income taxes2(14)
6253Stock based compensation1712
6565Interest expense, bank fees and other1415
5662Depreciation and amortization of intangible assets1619
6675Amortization of cloud computing arrangements32
108Restructuring costs649
1149Adjusted EBITDA$ 57$ 60
$ 425$ 485Adjusted EBITDA Margin4.7 %4.7 %
8.5 %9.6 %The table below presents a reconciliation of Net (loss) income to Adjusted Net Income and Adjusted Net Income per share - diluted:
Three Months Ended
December 31,
Year Ended December
31,(in millions, except per share data)20252024
20252024Net income (loss)$ (1)$ (23)
$ 155$ 173Effective income tax rate adjustment2(5)
8(5)Stock based compensation1712
6565Amortization of intangible assets35
1019Non-cash interest expense11
33Restructuring costs649
1149Income tax impact of pre-tax adjustments(7)(17)
(22)(35)Adjusted Net Income$ 21$ 22
$ 230$ 269GAAP weighted average shares of common stock - diluted4850
4950Adjusted Net Income per share - diluted$ 0.46$ 0.44
$ 4.73$ 5.32The table below presents a reconciliation of Net cash provided by operating activities to Free Cash Flow:
Year EndedDecember 31,(in millions)20252024Net cash provided by operating activities$ 303$ 279Acquisitions of property and equipment and software(69)(78)Free Cash Flow (a)$ 234$ 201Adjusted EBITDA (b)$ 425$ 485Free Cash Flow Conversion Ratio (a)/(b)55 %41 % Reconciliation of GAAP to Non-GAAP Measures for the full-year 2026 guidance.Low and high percentages represent increases (decreases) from the same period in the previous year.The table below presents a reconciliation of net income to Adjusted Net Income and Adjusted Net Income per share - diluted:
FY 2025
Year 2026 Guidance(in millions, except per share data)Actual
LowHighNet income $155
(34) %(6) %Effective income tax rate adjustment8
(30)28Stock based compensation65
33Amortization of intangible assets10
——Non-cash interest expense3
(100)(100)Restructuring costs11
3333Income tax impact of pre-tax adjustments(22)
66Adjusted Net Income$230
(23) %(3) %GAAP weighted average shares of common stock - diluted49
Adjusted Net Income per share - diluted$4.73
$3.70$4.70
View original content to download multimedia:https://www.prnewswire.com/news-releases/trinet-announces-fourth-quarter-fiscal-year-2025-results-and-full-year-2026-guidance-302686233.htmlSOURCE TriNet Group, Inc.
Original: TriNet Announces Fourth Quarter, Fiscal Year 2025 Results, and Full Year 2026 Guidance
Enterprising Investor
3 years ago
TriNet Group, Inc. Announces Final Results of its Fixed Price Tender Offer (8/31/23)
DUBLIN, Calif., Aug. 31, 2023 /PRNewswire/ -- TriNet Group, Inc. (NYSE: TNET) ("TriNet," the "Company" or "our") announced today the final results of its fixed price tender offer (the "Tender Offer") to repurchase for cash up to 5,981,308 shares of its common stock (representing approximately $640 million in value of shares) at a price of $107.00 per share (the "Purchase Price"), less any applicable withholding taxes and without interest, using a combination of cash on hand and the net proceeds of the private offering by the Company of $400 million in aggregate principal amount of its 7.125% senior notes due 2031, which was completed on August 16, 2023. The Tender Offer expired at 12:00 midnight, New York City time, at the end of the day on August 28, 2023 (the "Expiration Date").
Based on the final count by Computershare Trust Company, N.A., the depositary for the Tender Offer (the "Depositary"), a total of 11,486,010 shares were properly tendered and not properly withdrawn in the Tender Offer. In accordance with the terms and conditions of the Tender Offer, the Company has accepted for purchase 5,981,308 shares in the Tender Offer.
On July 30, 2023, the Company entered into a repurchase agreement (the "Repurchase Agreement") with AGI-T, L.P., a Delaware limited partnership, and A-A SMA, L.P., a Delaware limited partnership (both affiliates of the Company's largest stockholder, Atairos Group, Inc., and collectively, "Atairos"), which beneficially owned 21,450,259 shares of the Company's common stock (representing approximately 36% of the Company's outstanding shares) as of July 27, 2023. Pursuant to the Repurchase Agreement, the Company agreed to purchase for cash at least 3,364,486 shares (representing approximately $360 million in value of shares) from Atairos at the Purchase Price (the "Share Repurchase"). The Company expects to purchase 3,364,486 shares from Atairos pursuant to the Repurchase Agreement, which would result in Atairos beneficially owning approximately 36% of the Company's outstanding shares immediately following the closing of the Share Repurchase (taking into account the shares purchased in the Tender Offer). Atairos has agreed that it will not, directly or indirectly, purchase or sell shares from the date of the Repurchase Agreement until the 11th business day after the Expiration Date. The Share Repurchase is scheduled to close on the 11th business day following the Expiration Date, or September 13, 2023.
In accordance with the terms and conditions of the Tender Offer and the Share Repurchase, the Company will purchase an aggregate of 9,345,794 shares in the Tender Offer and the Share Repurchase, which represents approximately 16% of the Company's outstanding shares as of August 30, 2023, for an aggregate cost of approximately $1.0 billion, excluding all fees and expenses.
The Depositary will promptly issue payment in cash for the shares validly tendered and accepted for purchase in the Tender Offer , less any applicable withholding taxes and without interest. Shares tendered and not accepted for purchase will be returned promptly to stockholders by the Depositary in accordance with applicable law. Following the purchase of shares in the Tender Offer and the Share Repurchase, approximately $446.2 million will remain available under the Company's existing stock repurchase program. Pursuant to such program, the Company may, in the future, decide to purchase additional shares in open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and/or in private transactions, in each case subject to applicable law. Any such repurchases may be on the same terms as, or on terms that are more or less favorable to the selling stockholders in those transactions, than the terms of the Tender Offer. Whether the Company makes additional repurchases will depend on many factors, including its business and financial performance, the business and market conditions at the time, including the price of the shares, and other factors the Company considers relevant.
Certain Information Regarding the Tender Offer
The information in this press release describing the Tender Offer is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell shares in the Tender Offer. The Tender Offer was made only pursuant to the Offer to Purchase and the related materials that the Company filed with the U.S. Securities and Exchange Commission (the "SEC"), as amended or supplemented, and distributed to its stockholders. Stockholders who have questions or would like additional information about the Tender Offer may contact D.F. King & Co., Inc., the information agent for the Tender Offer, toll free at (800) 431-9643, or Morgan Stanley & Co. LLC toll free at (855) 483-0952, BofA Securities, Inc. toll free at (888) 803-9655 or Truist Securities, Inc. toll free at (855) 382-6151, the dealer managers for the Tender Offer.
About TriNet
TriNet (NYSE: TNET) provides small and medium-size businesses ("SMBs") with full-service industry-specific HR solutions, providing both professional employer organization and human resources information system services. TriNet offers access to human capital expertise, benefits, risk mitigation, compliance, payroll, and R&D tax credit services, all enabled by industry-leading technology. TriNet's suite of products also includes services and software-based solutions to help streamline workflows by connecting HR, benefits, employee engagement, payroll and time & attendance. Rooted in more than 30 years of supporting entrepreneurs and adapting to the ever-changing modern workplace, TriNet empowers SMBs to focus on what matters most – growing their business and enabling their people.
https://www.prnewswire.com/news-releases/trinet-group-inc-announces-final-results-of-its-fixed-price-tender-offer-301914821.html
Enterprising Investor
3 years ago
TriNet Group, Inc. Announces Preliminary Results of its Fixed Price Tender Offer (8/29/23)
DUBLIN, Calif., Aug. 29, 2023 /PRNewswire/ -- TriNet Group, Inc. (NYSE: TNET) ("TriNet," the "Company" or "our") announced today the preliminary results of its fixed price tender offer (the "Tender Offer") to repurchase for cash up to 5,981,308 shares of its common stock (representing approximately $640 million in value of shares) at a price of $107.00 per share (the "Purchase Price"), less any applicable withholding taxes and without interest, using a combination of cash on hand and the net proceeds of the private offering by the Company of $400 million in aggregate principal amount of its 7.125% senior notes due 2031, which was completed on August 16, 2023. The Tender Offer expired at 12:00 midnight, New York City time, at the end of the day on August 28, 2023 (the "Expiration Date").
TriNet Logo (PRNewsfoto/TriNet)
Based on the preliminary count by Computershare Trust Company, N.A., the depositary for the Tender Offer (the "Depositary"), a total of 11,508,845 shares (including 4,624,063 shares that were tendered by notice of guaranteed delivery) were properly tendered and not properly withdrawn in the Tender Offer. In accordance with the terms and conditions of the Tender Offer, and based on the preliminary count by the Depositary, the Company expects to acquire 5,981,308 shares in the Tender Offer.
On July 30, 2023, the Company entered into a repurchase agreement (the "Repurchase Agreement") with AGI-T, L.P., a Delaware limited partnership, and A-A SMA, L.P., a Delaware limited partnership (both affiliates of the Company's largest stockholder, Atairos Group, Inc., and collectively, "Atairos"), which beneficially owned 21,450,259 shares of the Company's common stock (representing approximately 36% of the Company's outstanding shares) as of July 27, 2023. Pursuant to the Repurchase Agreement, the Company agreed to purchase for cash at least 3,364,486 shares (representing approximately $360 million in value of shares) from Atairos at the Purchase Price (the "Share Repurchase"). The Company expects to purchase 3,364,486 shares from Atairos pursuant to the Repurchase Agreement, which would result in Atairos beneficially owning approximately 36% of the Company's outstanding shares immediately following the closing of the Share Repurchase (taking into account the shares purchased in the Tender Offer). Atairos has agreed that it will not, directly or indirectly, purchase or sell shares from the date of the Repurchase Agreement until the 11th business day after the Expiration Date. The Share Repurchase is scheduled to close on the 11th business day following the Expiration Date, or September 13, 2023.
In accordance with the terms and conditions of the Tender Offer and the Share Repurchase, and based on the preliminary count by the Depositary, the Company expects to acquire an aggregate of 9,345,794 shares in the Tender Offer and the Share Repurchase, for an aggregate cost of approximately $1.0 billion, excluding all fees and expenses. The shares to be acquired pursuant to the Tender Offer and the Share Repurchase represent approximately 16% of the Company's outstanding shares as of August 25, 2023.
The number of shares to be purchased in the Tender Offer and the Share Repurchase is preliminary and subject to change. The preliminary information contained in this press release is subject to confirmation by the Depositary and assumes that all shares tendered through notice of guaranteed delivery will be delivered within two trading days of the Expiration Date. The final number of shares to be purchased in the Tender Offer and the Share Repurchase will be announced following the expiration of the guaranteed delivery period and completion by the Depositary of the confirmation process. Payment for the shares accepted for purchase under the Tender Offer, and return of shares tendered and not purchased, will occur promptly thereafter.
Based on the preliminary count by the Depositary, following the purchase of shares in the Tender Offer and the Share Repurchase, approximately $446.2 million will remain available under the Company's existing stock repurchase program. Pursuant to such program, the Company may, in the future, decide to purchase additional shares in open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and/or in private transactions, in each case subject to applicable law. Any such repurchases may be on the same terms as, or on terms that are more or less favorable to the selling stockholders in those transactions, than the terms of the Tender Offer. Whether the Company makes additional repurchases will depend on many factors, including its business and financial performance, the business and market conditions at the time, including the price of the shares, and other factors the Company considers relevant.
Certain Information Regarding the Tender Offer
The information in this press release describing the Tender Offer is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell shares in the Tender Offer. The Tender Offer was made only pursuant to the Offer to Purchase and the related materials that the Company filed with the U.S. Securities and Exchange Commission (the "SEC"), as amended or supplemented, and distributed to its stockholders. Stockholders who have questions or would like additional information about the Tender Offer may contact D.F. King & Co., Inc., the information agent for the Tender Offer, toll free at (800) 431-9643, or Morgan Stanley & Co. LLC toll free at (855) 483-0952, BofA Securities, Inc. toll free at (888) 803-9655 or Truist Securities, Inc. toll free at (855) 382-6151, the dealer managers for the Tender Offer.
About TriNet
TriNet (NYSE: TNET) provides small and medium-size businesses ("SMBs") with full-service industry-specific HR solutions, providing both professional employer organization and human resources information system services. TriNet offers access to human capital expertise, benefits, risk mitigation, compliance, payroll, and R&D tax credit services, all enabled by industry-leading technology. TriNet's suite of products also includes services and software-based solutions to help streamline workflows by connecting HR, benefits, employee engagement, payroll and time & attendance. Rooted in more than 30 years of supporting entrepreneurs and adapting to the ever-changing modern workplace, TriNet empowers SMBs to focus on what matters most – growing their business and enabling their people.
https://www.prnewswire.com/news-releases/trinet-group-inc-announces-preliminary-results-of-its-fixed-price-tender-offer-301912449.html
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