{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-113300","form_type":"8-K","ticker":"ESE","cik":"0000866706","company_name":"ESCO TECHNOLOGIES INC","filed_at":"2026-10-02T20:15:55+00:00","discovered_at":"2026-10-02T20:17:00.266666+00:00","generated_at":"2026-10-12T14:37:27.186954+00:00","sec_items":["1.01","2.01","2.03","1.02","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.95,"calibrated_materiality_score":0.95,"confidence":"high","headline":"ESCO closes $2.3B Megger acquisition, enters $1.5B credit facilities, elects Abson to board","bullets":["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."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-113300","json":"https://secwatch.observer/filing/0001104659-26-113300.json","markdown":"https://secwatch.observer/filing/0001104659-26-113300.md","text":"https://secwatch.observer/filing/0001104659-26-113300.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/866706/000110465926113300/0001104659-26-113300-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/866706/000110465926113300/tm2626186d1_8k.htm"},"model":{"generated_by":"deepseek-v4.1-flash:cloud@v2","generated_at":"2026-10-12T14:37:27.186954+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}