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Thermon Group Holdings, Inc.

THR/CECO Environmental Corp.CECO

CECO to acquire Thermon in mixed stock-cash deal

$334MMixedDefinitive Proxyhigh confidence

Key takeaways

  • CECO Environmental Corp. acquires Thermon Group Holdings, Inc. — $334M aggregate (mixed).

Merger Arbeconomics, downside, days

Deal value

$334M

mixed

Per-share offer

Premium

Days to close

Term fee

ConsiderationMixed
AnnouncedApr 24, 2026
Days outstanding84d
Expected close
Termination fee
Reverse term fee
Go-shop period
Fiduciary out
Financing condition
Debt commitment
Insider lock-up

Timelineannounced → close
  1. Announced

    Apr 24, 2026

  2. Preliminary Proxy

  3. Definitive Proxy

  4. Record date

  5. Shareholder vote

    May 27, 2026

  6. Expected close


Vote Mechanicsrecord / mailing / vote
Vote required51d post-vote
Vote dateMay 27, 2026
Record date
Mailing date
Record → vote
Threshold
Min approvalparsed
Shares outstanding
Insider lock-up

Regulatory & ConditionsHSR / EU / CFIUS / MAC

No regulatory or closing-conditions data extracted yet. The merger agreement Exhibit 10.1 contains this in the “Conditions to Closing” and “Regulatory Approvals” articles.


Closing Conditionsapprovals · vote · financing · lockups

No closing-condition data extracted.


Interloper Riskcompeting bids, activist filers

No competing-bidder, activist, or dissident-proxy signals in the database for this target.


Advisors

No advisor data on record for this deal.


Filing Timelineevery filing on this issuer
  1. Apr 24, 2026

    CECO Environmental to acquire Thermon Group Holdings

  2. Apr 24, 2026

    CECO to Acquire Thermon Group Holdings in Mixed Consideration Deal

  3. Apr 24, 2026this filing

    CECO to acquire Thermon in mixed stock-cash deal


Filing Trailcross-reference table
DateFormSectionHeadlineStatus
Apr 24, 2026definitiveCECO Environmental to acquire Thermon Group Holdingsproxy_filed
Apr 24, 2026definitiveCECO to Acquire Thermon Group Holdings in Mixed Consideration Dealproxy_filed

Comparablessimilar size band, definitive
AnnouncedTargetAcquirerValueConsid.PremiumTerm Fee %
Apr 24, 2026Thermon Group Holdings, Inc.(THR)CECO Environmental Corp.$334Mmixed
Apr 24, 2026Nuveen Churchill BDC VNuveen Churchill Private Capital Income Fund$337Mmixed
Apr 24, 2026Signature Bancorporation, Inc.Esquire Financial Holdings, Inc.$348Mstock
Apr 24, 2026Boost Run Holdings, LLCWillow Lane Acquisition Corp.$450Mmixed
Apr 24, 2026Boost Run Holdings, LLC / Boost Run Inc.Willow Lane Acquisition Corp.$450Mmixed
Apr 24, 2026Cantor Equity Partners II, Inc.Securitize Holdings, Inc.$225Mmixed
Apr 24, 2026Ace Green Recycling, Inc.Athena Technology Acquisition Corp. II$250Mstock
Apr 28, 2026Jackson Supply CompanyWatsco, Inc.$230M
Apr 24, 2026Basin Electric Power Cooperative S-4 Bond Exchange Registration$700M
Apr 28, 2026XOMA Royalty Corporation(XOMA)Ligand Pharmaceuticals Incorporated$739Mcash+14.0%

Sources

CECO Environmental Corp. agreed to acquire Thermon Group Holdings, Inc. through a series of mergers effective February 23, 2026, with Thermon shareholders receiving mixed consideration of 0.6840 CECO shares plus $10.00 cash per share (or all-cash or all-stock elections subject to proration). The transaction values approximately $334 million in aggregate cash and 22.9 million CECO shares, with CECO and Thermon shareholders expected to own 62.5% and 37.5% of the combined company respectively on a fully diluted basis. Both companies' shareholders will vote on the merger at meetings scheduled for May 27, 2026.

Item id: 051dfd4d-7d86-49c1-a89f-bee5b5785d82 · ingested Apr 24, 2026