THR: 15-12G · other
Thermon Group Holdings, Inc. has filed a Form 15-12G to terminate the registration of its common stock and suspend its duty to file reports under the Securities Exchange Act of 1934. The company disclosed that Thermon Group Holdings, LLC has become the successor by merger to Thermon Group Holdings, Inc. This change resulted in the reduction of holders of record to approximately one. As a result, the company will no longer be subject to the reporting obligations of Section 13(a) or 15(d) of the Exchange Act, effectively marking its transition to a private entity.
THR: 8-K · acquisition merger
Thermon Group Holdings, Inc. (THR) has been acquired by CECO Environmental Corp. (CECO) in a transaction valued at approximately $329.4 million in cash and 22.53 million shares of CECO stock. The merger was consummated on June 1, 2026, following shareholder approval from both companies. Shareholders of Thermon received either $63.89 in cash, 0.8110 shares of CECO stock, or a mixed consideration of $10.00 cash plus 0.6840 shares of CECO stock. As a result of the transaction, Thermon’s common stock has been delisted from the New York Stock Exchange and its reporting obligations under the Exchange Act are suspended. All directors and executive officers of Thermon ceased their roles with the company effective at the closing of the merger. Two former Thermon directors, Victor Richey and Marcus George, have joined the CECO Board of Directors. CECO’s CEO Todd Gleason will lead the combined company.
CECO Environmental and Thermon Group Holdings Announce that their respective Stockholders Approved the Strategic Combination and Provide Update on Election Results
CECO and Thermon announced that stockholders for both companies overwhelmingly approved their strategic combination, with 99.93% of CECO votes and 99.97% of Thermon votes cast in favor. The transaction is expected to close on or around June 1, 2026, subject to customary closing conditions. This vote removes the primary regulatory and shareholder hurdle to finalizing the deal. Thermon shareholders elected their form of consideration: 41.18% chose stock (prorated to $1.48 cash and 0.7920 CECO shares), 6.50% chose all cash ($63.89), and 19.22% chose a mix ($10.00 cash and 0.6840 CECO shares). Non-electors receive the mixed consideration.
THR: 10-K · periodic report
Thermon Group Holdings (THR) reported fiscal 2026 revenue of $536.3 million, an 8% increase year-over-year, driven by higher project activity and contributions from its F.A.T.I. acquisition. However, net income declined 17% to $44.6 million due to a 22% surge in SG&A expenses, largely attributed to $12.9 million in costs related to its pending merger with CECO Environmental Corp. The company entered into a definitive merger agreement with CECO Environmental Corp. in February 2026 for a transaction valued at approximately $2.2 billion. The deal is expected to close in June 2026, creating a combined global leader in environmental and thermal solutions. Thermon stockholders will receive a mix of cash ($63.89 per share) and CECO stock, subject to market fluctuations. Thermon maintains a strong balance sheet with $141.1 million in debt and a backlog of $254.9 million. The company highlighted diversification, with 70% of revenue now derived from non-oil-and-gas end markets, including growing demand in data centers, power generation, and commercial sectors. Despite the near-term earnings drag from merger costs, the strategic combination positions the business for enhanced scale and secular growth trends.
CECO Environmental and Thermon Group Holdings Announce Election Deadline for Thermon Stockholders to Elect Form of Merger Consideration
CECO Environmental and Thermon Group Holdings announced that the deadline for Thermon stockholders to elect their form of merger consideration is May 22, 2026. Thermon shareholders may choose between 0.8110 shares of CECO stock, $63.89 in cash, or a mix of 0.6840 CECO shares and $10.00 cash. The transaction is expected to close on June 1, 2026, subject to stockholder approval and customary closing conditions.
Are SILA, KALV, THR, LSTA Obtaining Fair Deals for their Shareholders?
Halper Sadeh LLC issued a shareholder-solicitation notice naming KALV and three other companies; no new disclosure from the company itself. The release is a routine lead-plaintiff-deadline reminder soliciting investors with losses to contact the firm on a contingency basis. This is law-firm marketing, not an issuer disclosure or a court action; treat as low-signal noise.
Are KW, THR, NFBK, WBS Obtaining Fair Deals for their Shareholders?
Halper Sadeh LLC is investigating potential securities law violations or breaches of fiduciary duties relating to proposed M&A transactions involving Kennedy-Wilson (KW), Thermon Group (THR), Northfield Bancorp (NFBK), and Webster Financial (WBS). The firm encourages shareholders to contact them to discuss rights and options on a contingent fee basis, noting that insiders may receive benefits not available to ordinary shareholders. This release is a standard solicitation by a plaintiff law firm and does not constitute a disclosure from the issuers or a court certification of a class action.
Thermon Highlights Enhanced Organic Growth Opportunity Driven by Accelerating Momentum from New Products in Data Centers
