M&A
confidence high
sentiment neutral
materiality 0.95
ESCO closes $2.3B Megger acquisition, enters $1.5B credit facilities, elects Abson to board
ESCO TECHNOLOGIES INC
- ESCO Technologies completed its purchase of Megger Group Limited from TBG AG on Oct. 1, 2026 for about $2.3 billion: $922 million cash and 5.10 million ESE shares.
- The New Credit Agreement provides a $500 million revolver, $500 million Term Loan A and $500 million Term Loan B; ESCO borrowed about $1.0 billion to fund the deal and refinance debt.
- The Existing Credit Agreement terminated on the closing; it had been scheduled to mature Aug. 30, 2028. New revolver/Term Loan A mature Oct. 1, 2031; Term Loan B matures Oct. 1, 2033.
- The board expanded from eight to nine members and elected Jeremy P. Abson as an independent Class III director; Mr. Khilnani was reclassified from Class III to Class I.
- TBG's Shareholder Agreement gives it a board designee while it holds at least 50% of the consideration shares, imposes a 12-month transfer restriction and a 24.5% standstill cap.