The tender offer has not yet commenced; monitor for the filing of the Schedule TO and Schedule 14D-9 in the coming days. Key conditions to watch are HSR and UK NSIA clearances, and whether the minimum tender condition (majority of shares) is met. The 40.3% support from key stockholders provides a strong base for deal completion.
Price Chart
Executive Summary
EnerSys (NYSE: ENS) has entered into a definitive agreement to acquire Ultralife Corporation (NASDAQ: ULBI) for $16.00 per share in cash, representing a 166% premium to Ultralife's unaffected closing price on October 26, 2026. The transaction values Ultralife at an enterprise value of approximately $320 million and is structured as a tender offer followed by a merger under Section 251(h) of the DGCL. The offer has not yet commenced; it is expected to close in the first quarter of 2027, subject to regulatory approvals and a majority tender condition.
Key Financial Metrics
Key Facts
- EnerSys will acquire Ultralife for $16.00 per share in cash, a 166% premium to Ultralife's unaffected closing price on October 26, 2026.
- Enterprise value of approximately $320 million.
- Ultralife generated $191 million in revenue in fiscal 2025.
- EnerSys expects $15 million to $20 million in annual run-rate cost synergies within 18 months of closing.
- Transaction expected to be accretive to adjusted diluted EPS within approximately 18 months after closing.
- Stockholders representing approximately 40.3% of outstanding shares have entered into a tender and support agreement to tender their shares.
- The offer is not subject to a financing condition; EnerSys will fund the transaction through cash on hand.
- Closing conditions include HSR Act clearance, UK NSIA clearance, and tender of at least a majority of outstanding shares.
- Outside date for closing is April 27, 2027, with potential extensions.
- Termination fee of $10.3 million payable by either party under specified circumstances.
Financial Impact
All-cash acquisition at $16.00 per share, representing a 166% premium to the unaffected price and an enterprise value of approximately $320 million. EnerSys expects $15M-$20M in annual cost synergies.
Risk Factors
- Regulatory approvals under HSR Act and UK NSIA may not be obtained or may be delayed.
- A competing acquisition proposal could emerge, triggering Ultralife's go-shop provisions and a potential termination fee.
- Stockholder litigation could delay or impose conditions on the transaction.
- The Indian joint venture consent or divestiture is a condition that must be resolved.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC TO-C Filing (Primary) | 0001193125-26-434446 |
| Document: 0001193125-26-434446-index-headers.html | 0001193125-26-434446 |
| Document: 0001193125-26-434446-index.html | 0001193125-26-434446 |
| Document: 0001193125-26-434446.txt | 0001193125-26-434446 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 29, 2026 2d ago | SC 13D/A | $15.62 | awaiting T+1 | awaiting T+1 | $15.62 (−0.00%) |
Oct 28, 2026 3d ago | SC 14D-9 | $15.62 $15.62 | · 0.00% | ▲ +1.77% | $15.62 (−0.00%) |
Oct 28, 2026 4d ago | 8-K | $15.61 $15.62 | ▲ +0.06% | ▲ +0.45% | $15.62 (+0.06%) |
Oct 28, 2026 4d ago | SC TO-T | $15.61 $15.62 | ▲ +0.06% | ▲ +0.45% | $15.62 (+0.06%) |
Oct 27, 2026 4d ago | SC TO-C | $15.61 $15.62 | ▲ +0.06% | ▲ +0.45% | $15.62 (+0.06%) |
Oct 27, 2026 4d ago | Press Release | $15.61 $15.62 | ▲ +0.06% | ▲ +0.45% | $15.62 (+0.06%) |
Aug 7, 2026 12w ago | 8-K | $6.94 $7.16 | ▲ +3.17% | ▲ +3.49% | $15.62 (+125.07%) |
Jul 30, 2026 13w ago | Press Release | $5.16 $5.19 | ▲ +0.58% | ▼ −0.12% | $15.62 (+202.71%) |
Jun 2, 2026 21w ago | DEFA14A | $7.11 $6.91 | ▼ −2.81% | ▼ −2.12% | $15.62 (+119.69%) |
May 8, 2026 25w ago | 8-K | No price | awaiting T+1 | awaiting T+1 | No price |
US Market Status
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