Vse Corp acquisition of GenNx/PAG IntermediateCo Inc.

Vse Corp completed its acquisition of GenNx/PAG IntermediateCo Inc. on 2026-05-05, according to the Form 8-K Vse Corp filed with the SEC on 2026-05-07. The filing states a price of $2.02 billion.

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What the filing says

On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion, subject to customary adjustments, consisting of $1.75 billion in cash (the "Cash Consideration") and approximately $275 million of newly issued Rollover Purchaser Shares (as defined below), and up to an additional $125 million in contingent payment payable in cash, shares of common stock, par value $0.05 per share, of VSE (the "VSE Common Stock") or a combination thereof, at VSE's sole discretion, to Seller if PAG HoldCo and its subsidiaries achieve certain profitability targets in fiscal year 2026 (the "Earnout Payment").

The price, in the filing's words

On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion, subject to customary adjustments, consisting of $1.75 billion in cash (the "Cash Consideration") and approximately $275 million of newly issued Rollover Purchaser Shares (as defined below), and up to an additional $125 million in contingent payment payable in cash, shares of common stock, par value $0.05 per share, of VSE (the "VSE Common Stock") or a combination thereof, at VSE's sole discretion, to Seller if PAG HoldCo and its subsidiaries achieve certain profitability targets in fiscal year 2026 (the "Earnout Payment

More from the filing

As previously disclosed, on January 29, 2026, VSE Corporation, a Delaware corporation ("VSE" or the "Company"), entered into a stock purchase agreement (the "Stock Purchase Agreement"), as amended by the First Amendment to Stock Purchase Agreement, dated as of May 4, 2026 (such amendment, the "First Amendment" and such agreement, as amended, the "Purchase Agreement"), with VSE Mach HoldCo Acquisition Corp., a Delaware corporation and a direct, wholly-owned subsidiary of the Company ("Rollover Purchaser"), VSE Mach Acquisition Corp., a Delaware corporation and a direct, wholly-owned subsidiary

As further described in Item 2.01 below, on May 5, 2026, VSE completed the PAG Acquisition (the "Closing").

At the Closing, (i) Rollover Purchaser issued shares of Class B Common Stock, par value $0.05 per share ("Rollover Purchaser Shares"), to Seller in exchange for issued and outstanding shares of PAG HoldCo held by Seller with an aggregate value equal to approximately $275 million (such transaction, the "First Exchange"), (ii) Cash Purchaser paid the Cash Consideration to Seller and, in exchange for the Cash Consideration, Seller transferred to Cash Purchaser all of the shares of PAG HoldCo held by Seller that were not transferred to Rollover Purchaser pursuant to the First Exchange, and (iii) R

Quoted from Vse Corp's Form 8-K.

This is the only completed acquisition Vse Corp reported under Item 2.01 in the last twelve months.

Where this comes from

A public company must file a current report on Form 8-K with the SEC within four business days of completing a significant acquisition or disposition of assets, under Item 2.01 of the report. The acquired company sometimes files one too, when the deal makes it a subsidiary of the buyer.

Every fact on this page is taken from one of those filings and linked to it: which company acquired which, the date the filing gives for completion, and the price when the filing states one in dollars, shown next to the sentence that states it. A filing states what was bought and on what terms; it rarely states why, and neither does this page.

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