ACV Auctions Inc. (ACVA) Form 8-K — Sep 10, 2026
ACV Auctions has agreed to be acquired by Copart, Inc. On September 10, 2026, ACV entered into a merger agreement under which Copart's merger subsidiary, Apple Merger Sub, will commence an all-cash tender offer for all outstanding ACV shares at $10.50 per share, with ACV surviving the deal as a wholly owned Copart subsidiary. The offer is expected to launch within about five business days and stay open for at least 10 business days. Conditions include valid tender of just over 50% of outstanding shares, HSR antitrust clearance, and no injunctions, with no financing condition.
Key figures
- Offering Price
- 10.5
- Shares Outstanding
- 169824232
- Merger Structure
- tender offer plus back-end merger under DGCL Section 251(h), no additional stockholder approval required
- Shares Under RSUs
- 10359498
- Authorized Shares
- 2,000,000,000 common; 20,000,000 preferred
- Acv Termination Fee
- $57,700,000
- Offer Price Per Share
- $10.50 in cash
- Shares Under Options
- 1126024
- Minimum Offer Duration
- 10 business days
- Shares Under PSUs Target
- 2364836
- Minimum Tender Condition
- one share more than 50% of outstanding shares
- Offer Commencement Window
- within 5 business days, no later than 7 business days after signing
- Parent Reverse Termination Fee
- $115,300,000
- Support Stockholders Ownership
- approximately 4.1% of outstanding shares
Price after filing
Close on the filing date to close N calendar days later (from $7.22). Historical, not a forecast.
AI analysis
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