8-K
filed June 1, 2026, 9:16 AM ET
ticker CECO
CIK 0000003197
M&A
confidence high
sentiment positive
materiality 0.85
CECO ENVIRONMENTAL CORP (CECO): M&A transaction — CECO Environmental completes acquisition of Thermon Group Holdings, issues ~22.5M shares and pays $329.4M cash
CECO ENVIRONMENTAL CORP
- Thermon shareholders received mix of cash and stock; proration applied; total cash consideration ~$329.4M and 22.53M CECO shares issued.
- Funding: $235M Delayed Draw Term Loan and ~$290M Revolving Facility borrowed under amended credit agreement.
- Board expanded to 10 members; Todd Gleason named Chairman; Marcus George and Victor Richey appointed as directors.
- Thermon common stock delisted from NYSE and deregistered under Exchange Act; Form 25 filed.
- Investor conference call to discuss combination set for June 9, 2026 at 8:30 AM ET.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
CECO ENVIRONMENTAL CORP incurred revolving credit of approximately $290 million.
- Instrument
- revolving credit
- Principal
- approximately $290 million
- Event
- incurrence
Exact text from the filing
and (ii) approximately $290 million borrowed under the revolving credit facility thereunder (the "Revolving Facility"
View on SEC.gov
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
CECO ENVIRONMENTAL CORP incurred credit facility of $235.0 million.
- Instrument
- credit facility
- Principal
- $235.0 million
- Event
- incurrence
Exact text from the filing
the Company incurred additional indebtedness consisting of (i) $235.0 million borrowed under the delayed draw term loan facility established pursuant to Amendment No. 1 to the Fourth Amended and Restated Credit Agreement, dated as of March 30, 2026 (the "Delayed Draw Term Loan Facility"),
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.9
Todd Gleason was appointed as Chairman of the Board at CECO ENVIRONMENTAL CORP.
- Action
- appointed
- Role
- Chairman of the Board
Exact text from the filing
the Board appointed Todd Gleason, CECO’s Chief Executive Officer and an existing member of the Board, to serve as Chairman of the Board, effective as of the effective time of the First Merger.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.85
Jason DeZwirek was appointed as Lead Independent Director at CECO ENVIRONMENTAL CORP.
- Action
- designated
- Role
- Lead Independent Director
Exact text from the filing
Mr. Jason DeZwirek has been designated as the Lead Independent Director.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Marcus J. George was appointed as Director at CECO ENVIRONMENTAL CORP.
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board appointed Marcus J. George and Victor L. Richey, each of whom served as a member of the board of directors of Thermon immediately prior thereto, as directors of the Company to fill the two newly created vacancies on the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Victor L. Richey was appointed as Director at CECO ENVIRONMENTAL CORP.
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board appointed Marcus J. George and Victor L. Richey, each of whom served as a member of the board of directors of Thermon immediately prior thereto, as directors of the Company to fill the two newly created vacancies on the Board.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
CECO ENVIRONMENTAL CORP: Increased maximum number of directors from nine to ten.
- Change
- bylaw amendment
Exact text from the filing
The Bylaws Amendment increased the maximum number of directors that may constitute the full Board from nine to ten, to facilitate the expansion of the Board from eight to ten members and the appointment of two directors previously serving on the board of directors of Thermon, as contemplated by the Merger Agreement.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.98
CECO ENVIRONMENTAL CORP completed an acquisition involving Thermon Group Holdings, Inc. for cash and/or shares of CECO common stock (closed 2026-06-01).
- Action
- acquisition
- Counterparty
- Thermon Group Holdings, Inc.
- Consideration
- cash and/or shares of CECO common stock
- Closing
- 2026-06-01
Exact text from the filing
On June 1, 2026 (the “Closing Date”), the Company consummated the previously announced merger with Thermon in accordance with the terms of the Merger Agreement.
View on SEC.gov
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