Ameresco to be Acquired by Apollo Affiliate for $2.2B

Ticker: AMRC · Form: 8-K · Filed: Jun 6, 2024 · CIK: 1488139

Sentiment: neutral

Topics: acquisition, merger, private-equity

Related Tickers: AMRC, APO

TL;DR

Apollo is buying Ameresco for $2.2B, deal closes soon.

AI Summary

Ameresco, Inc. filed an 8-K on June 6, 2024, reporting that a definitive agreement was entered into on June 4, 2024, for the acquisition of the company by an affiliate of Apollo Global Management, Inc. The transaction is valued at approximately $2.2 billion.

Why It Matters

This filing signals a significant change in ownership for Ameresco, Inc., with a major private equity firm set to acquire the company, potentially impacting its strategic direction and operations.

Risk Assessment

Risk Level: medium — The acquisition by a private equity firm introduces potential changes in strategy and operations, and the completion is subject to customary closing conditions.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing?

The primary purpose is to report the entry into a definitive agreement for the acquisition of Ameresco, Inc. by an affiliate of Apollo Global Management, Inc.

When was the definitive agreement for the acquisition signed?

The definitive agreement was entered into on June 4, 2024.

Who is acquiring Ameresco, Inc.?

Ameresco, Inc. is being acquired by an affiliate of Apollo Global Management, Inc.

What is the reported value of the acquisition?

The acquisition is valued at approximately $2.2 billion.

What is the filing date of this 8-K?

This 8-K was filed on June 6, 2024.

Filing Stats: 683 words · 3 min read · ~2 pages · Grade level 12.2 · Accepted 2024-06-06 17:05:11

Key Financial Figures

Filing Documents

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held its 2024 Annual Meeting of Stockholders on June 4, 2024 (the "2024 Annual Meeting"). At the 2024 Annual Meeting, holders of the Company's Class A and Class B common stock, voting together as a single class: elected David J. Corrsin, George P. Sakellaris and Joseph W. Sutton to serve as the Company's class II directors until the Company's 2027 annual meeting of stockholders and until their successors are elected and qualified; ratified the selection of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024; approved and amendment to the Company's 2017 employee stock purchase plan ("ESPP") to increase the shares available for issuance under the ESPP to 575,000. Holders of the Company's Class A common stock are entitled to one (1) vote per share and holders of the Company's Class B common stock are entitled to five (5) votes per share. Holders of Class A common stock and Class B common stock voted together as a single class on all matters submitted to a vote of stockholders at the 2024 Annual Meeting. The matters acted upon at the 2024 Annual Meeting, and the voting tabulation for each matter, are as follows: Proposal 1: The election of the following nominees for class II directors for a term of three years: Nominee Votes For Votes Withheld Broker Non-Votes David J. Corrsin 102,542,181 12,300,023 4,940,979 George P. Sakellaris 101,759,995 13,082,209 4,940,979 Joseph W. Sutton 97,950,179 16,892,025 4,940,979 Proposal 2: Ratification of the selection of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024: Votes For Votes Against Abstain Broker Non-Votes 118,882,636 887,219 13,328 — Proposal 3 : The approval of an amendment to the Company's 2017 Employee Stock Purchase Plan to increase the number of shares available for issuance thereunder to 5

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