Generac amends ecobee purchase agreement, sets earnout at $45M in shares

GENERAC HOLDINGS INC.

Earnout payment originally up to $60M now fixed at $45M based on projected performance.
Shares to be valued using VWAP over 20 trading days ending January 6, 2023.
Amendment aims to accelerate synergies between ecobee and Generac.
Deal structured under existing Arrangement Agreement dated November 1, 2021.

item 1.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

GENERAC HOLDINGS INC. amended Amendment with ecobee Inc. valued at $45 million (effective 2022-12-29).

Action: amendment
Agreement: merger
Counterparty: ecobee Inc.
Value: $45 million
Effective: 2022-12-29

Exact text from the filing

On December 29, 2022, Generac Power Systems, Inc. (“Generac”), a wholly owned subsidiary of Generac Holdings Inc. (“Generac Holdings”), entered into a definitive agreement to amend (the “Amendment”) the Arrangement Agreement (the “Purchase Agreement”) between Generac, 13462234 Canada Inc., a wholly owned subsidiary of Generac (“Generac NewCo,” and together with Generac, the “Generac Parties”), ecobee Inc. (“ecobee”), and Shareholder Representative Services LLC, solely in its capacity as representative of ecobee’s securityholders (the “ecobee Securityholders”), dated November 1, 2021.

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Source: SEC EDGAR

accession 0001437749-23-000486

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