Tender Offers for PROFIRE ENERGY INC
Form Type: SC 14D9/A
Filing Date: 2025-01-02
Corporate Action: Tender-offer
Type: Update
Accession Number: 000110465925000166
Comments: This document is an Amendment No. 2 to the Solicitation/Recommendation Statement on Schedule 14D-9 regarding a tender offer made by Combustion Merger Sub, Inc., a wholly owned subsidiary of CECO Environmental Corp., to acquire all outstanding shares of Profire Energy, Inc. The amendment reports that the offer expired at 11:59 P.M. on December 31, 2024, with a total of 39,688,706 shares validly tendered and an additional 337,815 shares committed under guaranteed delivery procedures, totaling approximately 86.31% of the outstanding shares. Following the offer, all validly tendered shares were accepted for payment, allowing Purchaser to proceed with the merger without a shareholder vote. At the effective time of the merger, shares of Profire will be converted into cash equal to the offer price of $2.55 per share. Following the merger, shares will be delisted from Nasdaq, and efforts will be made to terminate the shares' registration under the Exchange Act. Additionally, a press release from Parent on January 2, 2025, announced the expiration and results of the offer, which is included as an exhibit in this filing.
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Additional details:
Offer Expiration Time: 2024-12-31T23:59:00-05:00
Tendered Shares: 39688706
Additional Shares Guaranteed Delivery: 337815
Total Shares: 43356821
Minimum Tender Condition: satisfied
Offer Price: 2.55
Election Of Cash: yes
Form Type: 8-K
Filing Date: 2024-10-29
Corporate Action: Tender-offer
Type: New
Accession Number: 000128963624000038
Comments: CECO Environmental Corp. has entered into a merger agreement with Profire Energy, Inc. The transaction involves a two-step all-cash acquisition including a tender offer followed by a merger. The tender offer is priced at $2.55 per share. The offer will initially remain open for 20 business days and can be extended up to 3 periods of 10 business days each if conditions are not met. This announcement outlines the initial stages of the tender offer process and mentions the termination conditions and fees involved.
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Additional details:
Acquirer Cik: 3197
Target Cik: 1289636
: stock
Price: 2.55
Percentage: 100
Form Type: SC 14D9
Filing Date: 2024-10-29
Corporate Action: Tender-offer
Type: Update
Accession Number: 000128963624000040
Comments: A planned tender offer is announced by Combustion Merger Sub, Inc., a subsidiary of CECO Environmental Corp., to acquire all outstanding common stock of ProFire Energy, Inc. It is a preliminary communication before the official commencement of the tender offer, to be executed under a Merger Agreement dated October 28, 2024. The tender offer has not yet started, and further details will be provided in formal tender offer materials when filed with the SEC. Shareholders of ProFire Energy are advised to read future documents carefully before making any decisions regarding their shares.
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Additional details:
Acquirer Cik: 3197
Target Cik: 1289636
: 0
Percentage: 100