Legence Corp. Files for IPO
Ticker: LGN · Form: S-1 · Filed: Aug 15, 2025 · CIK: 2052568
Sentiment: neutral
Topics: ipo, sec-filing, construction
TL;DR
Legence Corp. just filed its S-1 for an IPO, get ready for some new construction stock.
AI Summary
Legence Corp. filed an S-1 registration statement with the SEC on August 15, 2025, indicating its intent to go public. The company, incorporated in Delaware with its principal executive offices in San Jose, California, operates in the construction special trade contractors sector. The filing includes details about its business address, phone number, and agent for service, Jeffrey Sprau.
Why It Matters
This S-1 filing marks Legence Corp.'s initial step towards becoming a publicly traded company, which could bring new investment and growth opportunities.
Risk Assessment
Risk Level: medium — As an S-1 filing, it represents a company in the process of going public, which inherently carries market and execution risks.
Key Numbers
- 333-289629 — SEC File Number (Identifies the specific SEC filing for Legence Corp.)
- 251224185 — Film Number (Internal SEC processing number for the filing.)
Key Players & Entities
- Legence Corp. (company) — Registrant
- August 15, 2025 (date) — Filing Date
- Delaware (jurisdiction) — State of Incorporation
- San Jose, CA (location) — Principal Executive Offices
- Jeffrey Sprau (person) — Chief Executive Officer and Agent for Service
- Kirkland & Ellis LLP (company) — Legal Counsel
- Davis Polk & Wardwell LLP (company) — Legal Counsel
FAQ
What is the primary business of Legence Corp.?
Legence Corp. operates in the 'CONSTRUCTION SPECIAL TRADE CONTRACTORS' sector, as indicated by its Standard Industrial Classification code.
When was the S-1 filing submitted?
The S-1 filing was submitted to the SEC on August 15, 2025.
Where are Legence Corp.'s principal executive offices located?
Legence Corp.'s principal executive offices are located at 1601 Las Plumas Avenue, San Jose, CA 95133.
Who is listed as the Chief Executive Officer and agent for service?
Jeffrey Sprau is listed as the Chief Executive Officer and agent for service for Legence Corp.
In which state was Legence Corp. incorporated?
Legence Corp. was incorporated in Delaware.
Filing Stats: 4,496 words · 18 min read · ~15 pages · Grade level 13.9 · Accepted 2025-08-15 14:53:20
Key Financial Figures
- $0.01 — of the Class A common stock, par value $0.01 per share, of Legence Corp., a Delaware
- $2.8 billion — nd-markets. As of June 30, 2025, we had $2.8 billion of backlog and awarded contracts, repre
- $545 m — f December 31, 2024, were approximately $545 million, $463 million, $350 million and $
- $463 m — 2024, were approximately $545 million, $463 million, $350 million and $260 million, r
- $350 million — proximately $545 million, $463 million, $350 million and $260 million, respectively, for the
- $260 m — million, $463 million, $350 million and $260 million, respectively, for the years ende
- $10 m — s that had contract prices of less than $10 million, after giving pro forma effect to
- $350.7 million — y, we paid subcontractors approximately $350.7 million and $234.8 million, respectively, in co
- $234.8 m — actors approximately $350.7 million and $234.8 million, respectively, in connection with
- $457.3 million — , 2024 and 2023, we spent approximately $457.3 million and $385.8 million, respectively, on eq
- $385.8 m — spent approximately $457.3 million and $385.8 million, respectively, on equipment for o
- $2,098.6 million — r ended December 31, 2024, we generated $2,098.6 million in revenue, $27.6 million in net loss a
- $27.6 million — generated $2,098.6 million in revenue, $27.6 million in net loss and $229.6 million in Adjus
- $229.6 million — revenue, $27.6 million in net loss and $229.6 million in Adjusted EBITDA representing a Net L
- $1,104.8 million — onths ended June 30, 2025, we generated $1,104.8 million in revenue, $23.0 million in net loss a
Filing Documents
- d833270ds1.htm (S-1) — 3429KB
- d833270dex11.htm (EX-1.1) — 244KB
- d833270dex31.htm (EX-3.1) — 10KB
- d833270dex32.htm (EX-3.2) — 68KB
- d833270dex33.htm (EX-3.3) — 55KB
- d833270dex34.htm (EX-3.4) — 125KB
- d833270dex41.htm (EX-4.1) — 136KB
- d833270dex42.htm (EX-4.2) — 310KB
- d833270dex51.htm (EX-5.1) — 12KB
- d833270dex101.htm (EX-10.1) — 1405KB
- d833270dex102.htm (EX-10.2) — 36KB
- d833270dex103.htm (EX-10.3) — 73KB
- d833270dex104.htm (EX-10.4) — 31KB
- d833270dex105.htm (EX-10.5) — 35KB
- d833270dex106.htm (EX-10.6) — 46KB
- d833270dex107.htm (EX-10.7) — 45KB
- d833270dex108.htm (EX-10.8) — 46KB
- d833270dex109.htm (EX-10.9) — 54KB
- d833270dex1010.htm (EX-10.10) — 1429KB
- d833270dex1011.htm (EX-10.11) — 109KB
- d833270dex1012.htm (EX-10.12) — 135KB
- d833270dex1013.htm (EX-10.13) — 203KB
- d833270dex1014.htm (EX-10.14) — 60KB
- d833270dex1015.htm (EX-10.15) — 57KB
- d833270dex1016.htm (EX-10.16) — 66KB
- d833270dex1017.htm (EX-10.17) — 66KB
- d833270dex1018.htm (EX-10.18) — 65KB
- d833270dex1019.htm (EX-10.19) — 13KB
- d833270dex211.htm (EX-21.1) — 17KB
- d833270dex232.htm (EX-23.2) — 1KB
- d833270dex233.htm (EX-23.3) — 1KB
- d833270dex991.htm (EX-99.1) — 2KB
- d833270dexfilingfees.htm (EX-FILING FEES) — 17KB
- g833270g01g03.jpg (GRAPHIC) — 72KB
- g833270g03g03.jpg (GRAPHIC) — 580KB
- g833270g15g15.jpg (GRAPHIC) — 122KB
- g833270g24u79.jpg (GRAPHIC) — 11KB
- g833270ke02.jpg (GRAPHIC) — 5KB
- 0001193125-25-181698.txt ( ) — 9581KB
- d833270dexfilingfees_htm.xml (XML) — 4KB
Risk Factors
Risk Factors 22 Cautionary Statement Regarding Forward-Looking Statements 61
Use of Proceeds
Use of Proceeds 63 Dividend Policy 65 Capitalization 66
Dilution
Dilution 68 Unaudited Pro Forma Consolidated Financial Information 70
Management's Discussion and Analysis of Financial Condition and Results
Management's Discussion and Analysis of Financial Condition and Results of Operations 78 Industry Overview 115
Business
Business 117 Management 128 Compensation Discussion and Analysis 132 Principal and Selling Stockholders 150 Corporate Reorganization 153 Certain Relationships and Related Party Transactions 158
Description of Capital Stock
Description of Capital Stock 162 Shares Eligible for Future Sale 169 Material U.S. Federal Income Tax Considerations for Non-U.S. Holders 172 Underwriting (Conflicts of Interest) 177 Legal Matters 188 Experts 189 Where You Can Find More Information 190 Index to Financial Statements F-1 Neither we nor the underwriters have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus, any amendment or supplement to this prospectus or in any free writing prospectus prepared by us or on our behalf. We and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any information other than the information in this prospectus and any free writing prospectus prepared by us or on our behalf. You should not assume that the information contained in this prospectus is accurate as of any date other than the date on the front cover of this prospectus. Our business, financial condition, results of operations and prospects may have changed since such dates. We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where an offer or sale is not permitted. Through and including , 2025 (the 25th day after the date of this prospectus), all dealers effecting transactions in our shares, whether or not participating in this offering, may be required to deliver a prospectus. This requirement is in addition to the dealers' obligation to deliver a prospectus when acting as an underwriter and with respect to an unsold allotment or subscription. This prospectus contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control. "Risk Factors" and "Cautionary Statement Regarding Forward-Looking Statements" contain additional information regarding these risks. i Table of Contents COMMONLY USED DEFINED TERMS As used in this prospectus, u