Last Update 06 Dec 25

FRGE: Schwab Cash Deal At 45 Will Likely Anchor Future Share Performance

Analysts have modestly raised their price target on Forge Global Holdings toward the mid 40 dollar range, citing Schwab's 45 dollar per share cash acquisition agreement and the view that shares will now trade more on deal dynamics than on underlying fundamentals.

Analyst Commentary

Street research following the Schwab agreement reflects a more balanced stance on Forge Global, with many firms shifting to wait and see positioning even as they lift price targets to align with the 45 dollar per share cash offer.

Bullish analysts emphasize the strategic logic of the transaction and the potential for upside should alternative bidders emerge, while more cautious voices frame the stock as largely capped by the agreed deal value and driven by completion risk rather than fundamental upside.

Bullish Takeaways

Some bullish analysts highlight that Forge had already attracted interest from multiple potential buyers, supporting the idea that its marketplace model and data assets have strategic value that justifies a takeover premium.
Expectations that public market exchanges and large financial institutions could unlock incremental synergies from Forge's platform bolster the view that the 45 dollar price fairly reflects, and possibly underestimates, long term growth potential.
Prior views that Forge is not a distressed seller underpin confidence that the board negotiated from a position of strength, which supports the valuation and reduces concern about downside revisions.
The uplift in targets from the high 20 dollar to 30 dollar range into the mid 40 dollar range signals that growth and monetization prospects for private market access are being recognized more fully in deal pricing.

Bearish Takeaways

Bearish analysts argue that, post announcement, the trading profile is now dominated by deal dynamics, limiting further upside and reducing the relevance of near term execution or growth beats to valuation.
With most targets now anchored to 45 dollars per share, the risk reward skew is seen as less compelling, as any setback in regulatory approvals or closing timelines could introduce downside without a clear path to higher standalone valuation.
Some caution that the move to Neutral reflects the view that the bulk of anticipated acquisition premium has already been captured, leaving limited additional rerating potential on fundamentals alone.
Uncertainty about whether competing bids will materialize, despite past buyer interest, leaves investors exposed to the risk that the current offer ultimately represents the ceiling on near term value creation.

What's in the News

Charles Schwab agreed to acquire Forge Global Holdings for $45 per share in cash, valuing the deal at about $650 million and reflecting a roughly 75% premium to the pre deal share price (Financial Times / company announcement).
The merger agreement includes a $25.74 million termination fee payable by Forge to Schwab if Forge accepts a superior proposal, underscoring the board's commitment to the current transaction (company announcement).
Prior to the definitive agreement, Forge Global had been working with investment bankers at Financial Technology Partners to explore a sale after a sharp drop in market value and declining cash reserves (Financial Times / Key Developments).
The anticipated Schwab acquisition follows earlier reports that Schwab was preparing to pay up to $45 per share for Forge Global in a transaction sized at up to about $600 million to expand access to private market investments (Financial Times).
Outside the Schwab transaction, Forge Global was engaged as placement agent for a $2.5 million private equity raise for Quantum Dynamics Enterprises, highlighting ongoing activity in its private markets platform (company announcement).

Valuation Changes

Fair Value Estimate is unchanged at $50.00 per share, indicating no revision to the long term intrinsic value assessment despite the announced transaction.
The Discount Rate has risen slightly from 8.03% to approximately 8.13%, reflecting a modest increase in perceived risk or required return in the updated model.
Revenue Growth is effectively unchanged at about 22.23% annually, suggesting no material shift in top line expectations.
The Net Profit Margin has risen slightly from roughly 25.38% to about 25.61%, pointing to a small upgrade in long term profitability assumptions.
The Future P/E has edged down from about 23.42x to roughly 23.28x, implying a marginally lower valuation multiple on projected earnings.

Regulatory changes and platform innovation are expanding the potential customer base and operational scalability, supporting greater platform engagement and higher revenue growth.
Enhanced product offerings and cost efficiencies are diversifying revenue streams and improving margins, increasing the company's prospects for long-term profitability.
Heavy reliance on non-recurring transaction revenues, persistent losses, and shifting competitive and regulatory dynamics create continued uncertainty around growth, profitability, and market leadership.

Catalysts

About Forge Global Holdings

Operates a financial services platform in California.What are the underlying business or industry changes driving this perspective?

Ongoing regulatory momentum-including moves to expand access to private markets for non-accredited investors and through retirement vehicles like 401(k) plans-is poised to significantly widen Forge's addressable customer base, supporting future growth in trading activity, platform engagement, and thus revenue.
The accelerating digitalization and integration of Forge's next-generation platform, with new features like automated negotiation and broadened API-driven access, is expected to drive higher operational scalability and increased transaction volumes, improving revenue growth and providing operating leverage that could boost net margins.
Expansion of product offerings-including the launch of registered fund vehicles, enhanced data products like Forge Price, and new custody solutions-positions Forge to capture diversified and more recurring revenue streams, supporting top-line growth and greater margin stability.
Strengthening network effects, as evidenced by record sequential growth in trading volume and rising institutional participation, should improve transaction throughput and revenue per user, while also increasing platform stickiness, which is likely to support improved long-term earnings power.
Recent cost efficiency measures, technological investments, and offshoring initiatives are driving improvements in adjusted EBITDA and operating cash flow; combined with continued revenue growth, these trends increase the likelihood of achieving profitability and expanding net margins over the medium term.

Forge Global Holdings Earnings and Revenue Growth

Forge Global Holdings Future Earnings and Revenue Growth

Assumptions

How have these above catalysts been quantified?

Analysts are assuming Forge Global Holdings's revenue will grow by 19.1% annually over the next 3 years.
Analysts are not forecasting that Forge Global Holdings will become profitable in next 3 years. To represent the Analyst Price Target as a Future PE Valuation we will estimate Forge Global Holdings's profit margin will increase from -69.1% to the average US Capital Markets industry of 25.6% in 3 years.
If Forge Global Holdings's profit margin were to converge on the industry average, you could expect earnings to reach $39.3 million (and earnings per share of $2.46) by about September 2028, up from $-62.7 million today.
In order for the above numbers to justify the analysts price target, the company would need to trade at a PE ratio of 17.6x on those 2028 earnings, up from -3.9x today. This future PE is lower than the current PE for the US Capital Markets industry at 26.3x.
Analysts expect the number of shares outstanding to grow by 7.0% per year for the next 3 years.
To value all of this in today's terms, we will use a discount rate of 8.02%, as per the Simply Wall St company report.

Forge Global Holdings Future Earnings Per Share Growth

Risks

What could happen that would invalidate this narrative?

The company remains heavily reliant on transaction-based revenues, with management explicitly noting that a large proportion of income is still not recurring, making quarterly earnings forecasting difficult and exposing Forge to volatility in revenues and investor sentiment during periods of lower market activity or adverse macro conditions. (Revenue and earnings volatility)
Despite recent improvements, Forge continues to post net losses and adjusted EBITDA losses, with the 2025 net loss slightly widening compared to the previous quarter, indicating lingering challenges in achieving profitability and raising the risk of further capital needs or cost-cutting that could impact growth initiatives. (Net margins and potential share dilution)
The competitive landscape is evolving rapidly, with mounting threats from both traditional players and new entrants exploring digitalization and tokenization; Forge's measured approach towards tokenization may leave it vulnerable to disintermediation or market share erosion if competitors execute faster or more aggressively. (Revenue and long-term market share)
The business is significantly correlated to the health and activity of the IPO and exit markets; while recent IPO momentum is positive, company leaders stressed lingering uncertainty and seasonality, implying that any sustained slowdown or setbacks in exit markets could materially decrease private share trading volumes and Forge's core transaction revenues. (Core revenue stream)
Although regulatory trends are currently moving favorably, the pace and specifics of policymaker action (such as expanding access for non-accredited investors or allowing private assets in 401(k)s) are uncertain, and delays or reversals in these initiatives could dampen growth in Forge's addressable market and inhibit longer-term platform scale. (Addressable market size and revenue growth trajectory)

Valuation

How have all the factors above been brought together to estimate a fair value?

The analysts have a consensus price target of $34.4 for Forge Global Holdings based on their expectations of its future earnings growth, profit margins and other risk factors. However, there is a degree of disagreement amongst analysts, with the most bullish reporting a price target of $60.0, and the most bearish reporting a price target of just $18.0.
In order for you to agree with the analyst's consensus, you'd need to believe that by 2028, revenues will be $153.5 million, earnings will come to $39.3 million, and it would be trading on a PE ratio of 17.6x, assuming you use a discount rate of 8.0%.
Given the current share price of $17.97, the analyst price target of $34.4 is 47.8% higher.
We always encourage you to reach your own conclusions though. So sense check these analyst numbers against your own assumptions and expectations based on your understanding of the business and what you believe is probable.

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Disclaimer

AnalystConsensusTarget is a tool utilizing a Large Language Model (LLM) that ingests data on consensus price targets, forecasted revenue and earnings figures, as well as the transcripts of earnings calls to produce qualitative analysis. The narratives produced by AnalystConsensusTarget are general in nature and are based solely on analyst data and publicly-available material published by the respective companies. These scenarios are not indicative of the company's future performance and are exploratory in nature. Simply Wall St has no position in the company(s) mentioned. Simply Wall St may provide the securities issuer or related entities with website advertising services for a fee, on an arm's length basis. These relationships have no impact on the way we conduct our business, the content we host, or how our content is served to users. The price targets and estimates used are consensus data, and do not constitute a recommendation to buy or sell any stock, and they do not take account of your objectives, or your financial situation. Note that AnalystConsensusTarget's analysis may not factor in the latest price-sensitive company announcements or qualitative material.

Digitalization And Regulatory Changes Will Drive Market Expansion