M&A: CECO ENVIRONMENTAL CORP

Form Type: 8-K

Filing Date: 2025-01-03

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925000843

Comments: On January 3, 2025, CECO Environmental Corp completed its acquisition of Profire Energy, Inc. (PFIE) following the expiration of a cash tender offer that commenced on December 3, 2024. The tender offer was initiated after entering into a Merger Agreement on October 28, 2024, and it offered $2.55 per share for all outstanding shares of PFIE. As of the expiration of the offer on December 31, 2024, approximately 39.7 million shares were validly tendered, representing 86.31% of the total shares. The acquisition was finalized without a shareholder vote in compliance with Nevada law, with PFIE becoming a wholly-owned subsidiary of CECO. The total consideration for the shares and cancelled restricted stock units amounted to approximately $118.3 million and $4.5 million, respectively. Following the merger, the shares of PFIE ceased trading on Nasdaq, and arrangements are being made to delist and deregister the shares from the Exchange Act.

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