Watch for the HSR waiting period expiration on October 13, 2026, and the final tender deadline on October 15, 2026. The 52.84% tender level exceeds the minimum condition, but the offer remains open for additional tenders. The pending shareholder lawsuits seek to enjoin the transaction, but ACV views them as without merit.
Price Chart
Executive Summary
ACV Auctions filed Amendment No. 3 to its Schedule 14D-9, updating the tender offer expiration from October 7 to October 15, 2026, and noting that as of the first extension date, approximately 52.84% of shares had been validly tendered. The board's recommendation (accept/reject) is not restated in this amendment, but the prior recommendation remains in effect. The filing is a procedural update to reflect the extended offer timeline and the current tender level, which is above the 50% minimum condition but still short of full acceptance.
Key Facts
- Tender offer extended to 5:00 p.m. Eastern Time on October 15, 2026.
- As of October 7, 2026, approximately 90,199,271 shares (52.84% of outstanding) had been validly tendered and not withdrawn.
- Offer price remains $10.50 per share in cash.
- Copart (Parent) is the acquirer via its wholly owned subsidiary Apple Merger Sub, Inc.
- The HSR waiting period is now expected to expire at 11:59 p.m. Eastern Time on October 13, 2026, following Copart's voluntary withdrawal and refiling on September 28, 2026.
- Three stockholder lawsuits have been filed challenging the adequacy of disclosures in the Schedule 14D-9 and Schedule TO; ACV believes the allegations are without merit.
Financial Impact
Offer price of $10.50 per share for all outstanding shares; 52.84% of shares already tendered, suggesting high likelihood of deal closure if conditions are met.
Risk Factors
- Shareholder lawsuits could delay or enjoin the transaction if successful.
- HSR clearance is not yet obtained; a Second Request could extend the timeline.
- If the minimum tender condition is not met or regulatory conditions are not satisfied, the offer could be terminated.
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC 14D-9/A Filing (Primary) | 0001193125-26-417485 |
| Document: 0001193125-26-417485-index-headers.html | 0001193125-26-417485 |
| Document: 0001193125-26-417485-index.html | 0001193125-26-417485 |
| Document: 0001193125-26-417485.txt | 0001193125-26-417485 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 27, 2026 today | 15-12G | — | awaiting T+20 | — | — |
Oct 19, 2026 8d ago | 8-K | $10.50 | awaiting T+20 | — | — |
Oct 16, 2026 11d ago | SC 14D-9/A | $10.50 | awaiting T+20 | — | — |
Oct 16, 2026 11d ago | 25-NSE | $10.50 | awaiting T+20 | — | — |
Oct 16, 2026 11d ago | SC TO-T/A | $10.50 | awaiting T+20 | — | — |
Oct 14, 2026 13d ago | SC 14D-9/A | $10.50 | awaiting T+20 | — | — |
Oct 14, 2026 13d ago | SC TO-T/A | $10.50 | awaiting T+20 | — | — |
Oct 8, 2026 19d ago | SC 14D-9/A | $10.44 | awaiting T+20 | — | — |
Oct 8, 2026 19d ago | SC TO-T/A | $10.44 | awaiting T+20 | — | — |
Oct 1, 2026 26d ago | SC 14D-9/A | $10.45 | awaiting T+20 | — | — |
US Market Status
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