8-K
filed March 10, 2023, 6:59 PM ET
CIK 0001713952
M&A
confidence high
sentiment neutral
materiality 1.00
Vivint Smart Home, Inc.: M&A transaction — Vivint Smart Home completes $2.6B acquisition by NRG Energy; shareholders get $12.00/share
Vivint Smart Home, Inc.
- Merger closed March 10, 2023; VVNT shareholders received $12.00 per share in cash.
- Total consideration approx. $2.6B; Vivint becomes wholly owned subsidiary of NRG Energy.
- VVNT common stock delisted from NYSE; company to file Form 15 to terminate SEC registration.
- All prior directors ceased; Mauricio Gutierrez, Alberto Fornaro, Rasesh Patel appointed as directors.
- Officer changes: CEO David Bywater, Dana Russell, Garner Meads left; new officers include David Porter, Kevin Cole, Christine Zoino.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 1.0
Alberto Fornaro was appointed as Director at Vivint Smart Home, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
Alberto Fornaro and Rasesh Patel were appointed directors of the Company effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Dana C. Russell departed as other_named_officer at Vivint Smart Home, Inc..
- Action
- ceased
Exact text from the filing
David H. Bywater, Dana C. Russell and Garner Meads, who were officers of the Company, ceased to be officers of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Christine Zoino was appointed as other_named_officer at Vivint Smart Home, Inc..
- Action
- appointed
Exact text from the filing
David Porter, Kevin L. Cole and Christine Zoino were appointed as officers of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Rasesh Patel was appointed as Director at Vivint Smart Home, Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
Alberto Fornaro and Rasesh Patel were appointed directors of the Company effective as of the Effective Time.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Kevin L. Cole was appointed as other_named_officer at Vivint Smart Home, Inc..
- Action
- appointed
Exact text from the filing
David Porter, Kevin L. Cole and Christine Zoino were appointed as officers of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
David H. Bywater departed as other_named_officer at Vivint Smart Home, Inc..
- Action
- ceased
Exact text from the filing
David H. Bywater, Dana C. Russell and Garner Meads, who were officers of the Company, ceased to be officers of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
David Porter was appointed as other_named_officer at Vivint Smart Home, Inc..
- Action
- appointed
Exact text from the filing
David Porter, Kevin L. Cole and Christine Zoino were appointed as officers of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Mauricio Gutierrez was appointed as Director at Vivint Smart Home, Inc..
- Action
- became
- Role
- Director
Exact text from the filing
at the Effective Time, Mauricio Gutierrez, the sole director of Merger Sub, became a director of the Company.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Garner Meads departed as other_named_officer at Vivint Smart Home, Inc..
- Action
- ceased
Exact text from the filing
David H. Bywater, Dana C. Russell and Garner Meads, who were officers of the Company, ceased to be officers of the Company.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Vivint Smart Home, Inc.: Bylaws of Merger Sub became bylaws of surviving corporation, with name references replaced.
- Change
- bylaw amendment
Exact text from the filing
At the Effective Time, the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, became the bylaws of the Company as the surviving corporation in the Merger (except that all references to the name of Merger Sub were replaced with references to the name of the Company)
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Vivint Smart Home, Inc.: Amended and restated certificate of incorporation at the effective time of the merger.
- Change
- charter amendment
Exact text from the filing
At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, was amended and restated to be the certificate of incorporation attached hereto as Exhibit 3.1
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Vivint Smart Home, Inc. underwent a change of control involving NRG Energy, Inc. for $12.00 in cash per share of Class A common stock (closed 2023-03-10).
- Action
- change of control
- Counterparty
- NRG Energy, Inc.
- Consideration
- $12.00 in cash per share of Class A common stock
- Closing
- 2023-03-10
Exact text from the filing
☐ Introductory Note As previously disclosed, on December 6, 2022, Vivint Smart Home, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”), by and among the Company, NRG Energy, Inc., a Delaware corporation (“ Parent ”), and Jetson Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Merger Sub ”), pursuant to which, on March 10, 2023 (the “ Closing Date ”), Merger Sub merged with and into the Company (the “ Merger ”).
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.