STOCK TITAN

Forian (FORA) holders to receive $2.17 per share in all-cash buyout

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Forian Inc. has entered into a definitive merger agreement under which a consortium-led vehicle, 2025 Acquisition Company, LLC, will acquire Forian through a tender offer followed by a merger. Each outstanding common share will be converted into the right to receive $2.17 in cash, without interest and subject to tax withholding.

The filing details an amended consortium agreement, adds new consortium members, and describes an equity commitment letter under which a Wygod/Bushnell family trust has committed up to $5.5 million of equity funding to support closing payments. Completion of the offer and subsequent merger is subject to customary conditions, including a minimum tender of more than 50% of outstanding shares and the absence of a continuing Company Material Adverse Effect.

Positive

  • Definitive cash exit at $2.17 per share: The consortium agreement and merger plan provide shareholders with a clear all-cash consideration of $2.17 per common share, subject to completion of the tender offer and merger conditions.
  • Equity funding support for the transaction: A Wygod/Bushnell family trust has committed up to $5.5 million of equity capital to fund closing payments under the merger agreement, helping to support execution of the agreed cash consideration.

Negative

  • None.

Insights

Forian agrees to a cash buyout at $2.17 per share via tender offer and merger.

Forian Inc. is targeted by a consortium that will acquire all outstanding common shares for $2.17 in cash per share. The structure uses a tender offer by a special purpose vehicle, followed by a short-form merger under Maryland law to take the company private once conditions are met.

The amendment clarifies that the consortium agreement remains in force, adds several new shareholders to the group, and restricts share transfers before closing, except to specified transferees who agree to be bound. A Wygod/Bushnell family trust has provided an equity commitment of up to $5.5 million to fund closing payments, available solely to complete the transaction.

Closing depends on more than 50% of shares being tendered, the accuracy of key representations, performance of covenants, no continuing Company Material Adverse Effect, and no blocking court order. Subsequent company filings, including the Schedule TO, Schedule 13E-3 and Schedule 14D-9 referenced here, will provide additional detail on timing, board recommendations and any appraisal rights process.

Cash consideration per share $2.17 per share Merger consideration for each issued and outstanding Forian common share
Equity commitment $5,500,000 Maximum equity funding committed by Wygod/Bushnell family trust Sponsor
Shares outstanding baseline 31,208,751 shares Forian common shares outstanding as of March 25, 2026, per Form 10-K
Consortium aggregate beneficial ownership 20,689,142 shares Shares beneficially owned in aggregate by consortium members, with ownership disclaimed beyond individual reports
Vuolo reported stake 4,015,795 shares (12.9%) Aggregate amount beneficially owned by Anthony Vuolo, including trust-held shares, based on 31,208,751 shares outstanding
Max C. Wygod reported stake 3,859,402 shares (12.4%) Aggregate amount beneficially owned by Max C. Wygod, based on 31,208,751 shares outstanding
Adam H. Dublin reported stake 2,505,533 shares (8%) Aggregate amount beneficially owned by Adam H. Dublin, based on 31,208,751 shares outstanding
Consortium Agreement financial
"the Consortium entered into the Amendment No. 1 (the "Consortium Agreement Amendment") to the Consortium Agreement"
Merger Agreement financial
"entered into an Agreement and Plan of Merger (as it may be amended, supplemented or otherwise modified from time to time, the "Merger Agreement")"
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
Equity Commitment Letter financial
"provided an equity commitment letter dated April 2, 2026 (the "Equity Commitment Letter")"
A written promise from an investor or group to provide a specified amount of capital for a deal, such as an acquisition or a new financing round. It matters to investors because it shows how likely a transaction is to close and how much fresh money will be available, similar to a down-payment commitment when buying a house: the stronger the promise, the less risk that the deal will fall apart or that existing shareholders will face unexpected dilution.
tender offer statement on Schedule TO regulatory
"the preparation and filing of a tender offer statement on Schedule TO and a transaction statement on Schedule 13E-3"
A tender offer statement on Schedule TO is a formal regulatory filing that lays out the full terms, timeline, and conditions of a public offer to buy shares from existing shareholders. Think of it as a detailed invitation that explains who is buying, how much they’ll pay, how long the offer runs, and any rules or financing behind it. Investors use it to judge the fairness, likelihood and timing of a buyout and its likely effect on share value and control.
Schedule 13E-3 regulatory
"the preparation and filing of a tender offer statement on Schedule TO and a transaction statement on Schedule 13E-3 by Parent, Merger Sub and the Company"
Schedule 13E-3 is a formal SEC filing that companies or their insiders must submit when proposing a buyout that would take a public company private or is otherwise a management-led purchase. It lays out who is behind the deal, the money and terms involved, any potential conflicts of interest, and independent fairness analysis so shareholders can assess whether the offer is fair—like the rulebook and disclosure packet you’d get before agreeing to sell your home.
Section 13(d)(3) of the Act regulatory
"may be deemed to have formed a "group" for purposes of Section 13(d)(3) of the Act"





34630N106

(CUSIP Number)
Creighton Condon
599 Lexington Ave.,
New York, NY, 10022
(212) 848-7628

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
04/02/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEMS 7, 9 Includes (i) 3,645,399 shares held by the Max Wygod Family Dynasty Trust of which Mr. Vuolo is trustee and has sole investment and dispositive power; Mr. Vuolo disclaims beneficial ownership of these shares; and 370,396 shares held directly by Mr. Vuolo. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The shares reported herein are held in the Reporting Person's personal IRA. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEMS 8, 10, 11 Mr. Usdan disclaims beneficial ownership of these shares. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 8, 10, 11 Ms. Dublin disclaims beneficial ownership of these shares. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEMS 8, 10 Mr. Spaniel disclaims beneficial ownership of these shares. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEMS 8, 10, 11 Includes (i) 525,000 shares held jointly by Mr. Berg and his spouse, Rachel Berg, (ii) 237,578 shares held by Rachel Berg GST Exempt 2012 Trust, of which Mr. Berg is trustee, (iii) 52,000 shares held by Rachel Berg, over which Mr. Berg has investment authority, (iv) 32,300 shares held by Eric Berg, over which Mr. Berg has investment authority, (v) 30,300 shares held by Adam Berg, over which Mr. Berg has investment authority, (vi) 36,700 shares held by Emma Berg, over which Mr. Berg has investment authority, and (vii) 30,000 shares held by Alexander Berg, over which Mr. Berg has investment authority. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEMS 8, 10 Includes 80,154.00 shares held by Mr. Glick in joint tenancy with his spouse, Sharon Glick. ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
ITEM 13 Calculated based on 31,208,751 shares of common stock of the Issuer outstanding as of March 25, 2026, as reported on the Issuer's Annual Report on Form 10-K for the fiscal year ended December 31, 2025.


SCHEDULE 13D


2025 Acquisition Company, LLC
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod
Date:04/06/2026
Bravo Merger Sub, Inc.
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod
Date:04/06/2026
Max C. Wygod
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod
Date:04/06/2026
Emily Bushnell
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Emily Bushnell
Date:04/06/2026
ADMINISTRATIVE TRUST U/ WYGOD FAMILY RV
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod, Co-Trustee
Date:04/06/2026
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Emily Bushnell, Co-Trustee
Date:04/06/2026
Anthony Vuolo
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Anthony Vuolo
Date:04/06/2026
MAX WYGOD & EMILY W BUSHNELL CO-TTEE
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod, Co-Trustee
Date:04/06/2026
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Emily Bushnell, Co-Trustee
Date:04/06/2026
MAX WYGOD FAMILY DYNASTY TRUST
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Anthony Vuolo, Trustee
Date:04/06/2026
FEINBERG LARRY N
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg
Date:04/06/2026
ORACLE PARTNERS, L.P.
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg, Managing Member
Date:04/06/2026
ORACLE INSTITUTIONAL PARTNERS, L.P.
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg, Managing Member
Date:04/06/2026
Todd Dublin
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Todd Dublin
Date:04/06/2026
ORACLE INVESTMENT MANAGEMENT, INC. EMPLOYEES' RETIREMENT PLAN
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg, Trustee
Date:04/06/2026
THE FEINBERG FAMILY FOUNDATION
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg, Trustee
Date:04/06/2026
ORACLE ASSOCIATES, LLC
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg, Managing Member
Date:04/06/2026
ORACLE INVESTMENT MANAGEMENT, INC.
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Larry N. Feinberg, President
Date:04/06/2026
FEINBERG FAMILY TRUST
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Adam Usdan, Trustee
Date:04/06/2026
ADAM USDAN
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Adam Usdan
Date:04/06/2026
Adam H. Dublin
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Adam H. Dublin
Date:04/06/2026
ADAM H. DUBLIN 2019 FAMILY TRUST
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Edward F. Spaniel, Jr., Co-Trustee
Date:04/06/2026
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Phyllis Dublin
Date:04/06/2026
Phyllis Dublin
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Phyllis Dublin
Date:04/06/2026
Edward Francis Spaniel, Jr.
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Edward F. Spaniel, Jr.
Date:04/06/2026
Peter Dublin
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Peter Dublin
Date:04/06/2026
Carl Berg
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Carl Berg
Date:04/06/2026
MARBLE LANE PARTNERS I, LLC
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for David Mehlman, Managing Member
Date:04/06/2026
Michael Sawyer
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Michael Sawyer
Date:04/06/2026
NELL AND JANE CAMERON 2006 TRUST
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Keri Cameron, Trustee
Date:04/06/2026
Shahir Kassam-Adams
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Shahir Kassam Adams
Date:04/06/2026
360 Ventures, LLC
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Shahir Kassam-Adams, General Manager
Date:04/06/2026
Charles Mele
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Charles Mele
Date:04/06/2026
Michael Glick
Signature:/s/ Max C. Wygod
Name/Title:Max C. Wygod / Attorney-in-fact for Michael Glick
Date:04/06/2026
Milk Town Partners LLC
Signature:/s/ Max C. Wygod
Name/Title:Attorney-in-fact for Thomas J. Coleman
Date:04/06/2026
Thomas J. Coleman Revocable Trust
Signature:/s/ Max C. Wygod
Name/Title:Attorney-in-fact for Thomas J. Coleman
Date:04/06/2026

FAQ

What transaction involving Forian (FORA) is described in this Schedule 13D/A amendment?

The amendment describes a planned acquisition of Forian Inc. by a consortium-led vehicle via tender offer and merger. After the offer, a special purpose merger subsidiary will merge into Forian, leaving Forian as a wholly owned subsidiary of the acquiring parent.

How much cash will Forian (FORA) shareholders receive per share in the merger?

Each issued and outstanding Forian common share will be converted into the right to receive $2.17 in cash per share, without interest and subject to required tax withholding. Certain shares held by Forian, its subsidiaries and buyer-affiliated entities will be cancelled without consideration.

What are the key conditions to closing the Forian (FORA) tender offer and merger?

Completion requires that shares tendered plus those already owned by the buyer exceed 50% of outstanding shares. Other conditions include accuracy of specified Forian representations, material performance of covenants, no continuing Company Material Adverse Effect, non-termination of the merger agreement and no blocking governmental order.

Who is providing financing support for the Forian (FORA) acquisition?

A Wygod/Bushnell family trust, acting as Sponsor, has issued an equity commitment letter to provide up to $5.5 million of equity funding. These funds are available solely to consummate the transactions and cover defined closing payments under the merger agreement, subject to its conditions.

How many Forian (FORA) shares were outstanding for ownership calculations in this filing?

Ownership percentages in the filing are calculated using 31,208,751 Forian common shares outstanding as of March 25, 2026. This outstanding share count comes from Forian’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, referenced throughout the amendment.

What is the Forian (FORA) shareholder consortium and how many shares does it reference?

The consortium is a group of shareholders acting under a detailed agreement to pursue the acquisition. They may be deemed a “group” under Section 13(d), with 20,689,142 shares beneficially owned in the aggregate by consortium members, though individual reporting persons expressly disclaim group beneficial ownership beyond their own reported holdings.