Short answer
ACV Auctions Inc. (ACVA) filed an 8-K current report with the SEC on September 10, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). Copart acquisition of ACV Auctions at $10.50 cash per share, subject to required withholding.
ACV Auctions Inc. 8-K event analysis
AI summary of each reported item and its exhibits
Item 1.01 · Entry into a Material Definitive Agreement
- Copart acquisition of ACV Auctions at $10.50 cash per share, subject to required withholding
- Tender offer launch targeted within 5–7 business days; minimum 10-day offering period
- Closing requires more than 50% tendered shares and HSR antitrust clearance, with no financing condition
- ACV shareholders receive cash; equity awards generally convert into Copart awards or cash based on vesting
- Termination fees: $57.7M payable by ACV and $115.3M payable by Copart under specified circumstances
Item 7.01 · Regulation FD Disclosure
- Exhibit 99.2 furnished under Regulation FD, making its contents publicly available to investors
- Exhibit excluded from Exchange Act Section 18 liability and generally not incorporated into other filings
Item EX-99.1 · Exhibit EX-99.1
- Copart agreed to acquire ACV for $10.50 per share in cash, implying approximately $1.9 billion equity value
- Offer represents premiums of approximately 45% to ACV’s unaffected price and 41% to its 30-day VWAP
- Transaction expands Copart into dealer-to-dealer wholesale auctions while adding ACV’s inspection, vehicle-data, and AI valuation capabilities
- Copart expects earnings-per-share neutrality in the first full ownership year and accretion in fiscal 2028 and beyond
- Tender offer requires majority shareholder participation and Hart-Scott-Rodino clearance, with closing expected by calendar year-end 2026
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
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