With the HSR condition cleared and tender levels above 50%, deal completion appears highly probable. The offer expires tomorrow — watch for the final tender results and any last-minute competing bids or regulatory surprises. The stockholder lawsuits are unlikely to block the deal but may result in supplemental disclosures.
Price Chart
Executive Summary
Copart (CPRT) announced the expiration of the HSR Act waiting period for its $10.50/share cash tender offer for ACV Auctions (ACVA), satisfying a key condition. The tender offer expires October 15, 2026, but remains subject to the minimum tender condition of >50% of shares outstanding. As of the prior extension, ~52.84% of shares had been tendered, suggesting the minimum condition is likely met.
Key Financial Metrics
Key Facts
- Copart's HSR waiting period expired at 11:59 p.m. ET on October 13, 2026, satisfying the HSR Clearance Condition.
- Tender offer price is $10.50 per share in cash.
- Tender offer expires at 5:00 p.m. ET on October 15, 2026.
- Minimum condition requires >50% of outstanding shares tendered (including shares owned by Purchaser/affiliates).
- As of the first extension (October 7, 2026), approximately 52.84% of shares had been validly tendered.
- Three stockholder lawsuits filed alleging disclosure deficiencies in the Schedule 14D-9 and Schedule TO.
Financial Impact
All-cash acquisition of ACV Auctions at $10.50 per share; total deal value not disclosed in filing.
Risk Factors
- Stockholder lawsuits seeking to enjoin the transaction could cause delay or require additional disclosures.
- Minimum condition failure if a significant number of shares are withdrawn before expiration.
- Potential competing bid or regulatory second request (though HSR waiting period has expired).
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC TO-T/A Filing (Primary) | 0001193125-26-421044 |
| Document: d160128dex99a5viii.htm | 0001193125-26-421044 |
| Document: 0001193125-26-421044-index-headers.html | 0001193125-26-421044 |
| Document: 0001193125-26-421044-index.html | 0001193125-26-421044 |
| Document: 0001193125-26-421044.txt | 0001193125-26-421044 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 19, 2026 7d ago | 8-K | $10.50 | awaiting T+20 | — | — |
Oct 16, 2026 10d ago | SC 14D-9/A | $10.50 | awaiting T+20 | — | — |
Oct 16, 2026 10d ago | 25-NSE | $10.50 | awaiting T+20 | — | — |
Oct 16, 2026 10d ago | SC TO-T/A | $10.50 | awaiting T+20 | — | — |
Oct 14, 2026 12d ago | SC 14D-9/A | $10.50 | awaiting T+20 | — | — |
Oct 14, 2026 12d ago | SC TO-T/A | $10.50 | awaiting T+20 | — | — |
Oct 8, 2026 18d ago | SC 14D-9/A | $10.44 | awaiting T+20 | — | — |
Oct 8, 2026 18d ago | SC TO-T/A | $10.44 | awaiting T+20 | — | — |
Oct 1, 2026 25d ago | SC 14D-9/A | $10.45 | awaiting T+20 | — | — |
Oct 1, 2026 25d ago | SC TO-T/A | $10.45 | awaiting T+20 | — | — |
US Market Status
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