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Zebra Technologies logoZebra Technologies ZBRA

Zebra Technologies said it entered into a Stock Purchase Agreement on August 3, 2025 with Elo Investors, L.P. and Elo Holdings, Inc. to buy all outstanding common stock of Holdings for about $1.3 billion, and that the purchase price is subject to customary adjustments.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Zebra Technologies said it entered into a Stock Purchase Agreement on August 3, 2025 with Elo Investors, L.P. and Elo Holdings, Inc. to buy all outstanding common stock of Holdings for about $1.3 billion, and that the purchase price is subject to customary adjustments.

  2. The company said it expects to fund the purchase price with cash on hand and borrowings under its credit facility. Closing is subject to the expiration or termination of waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Approval) and other customary closing conditions.

  3. The company disclosed that the agreement may be terminated if the deal has not closed by August 3, 2026, unless either the company or the Seller extends that date unilaterally to February 3, 2027. It also cited mutual written consent and uncured breaches of representations and warranties as grounds for termination.

  4. The company said Elo has annual sales of about $400 million and annual sales growth of 5 to 7% over a cycle. It also said the deal is expected to be immediately accretive to earnings upon closing and to generate an incremental $25 million of annual EBITDA through synergies by year 3.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Zebra Signs Deal to Acquire Elo Holdings for About $1.3 billion

Zebra Technologies said it entered into a Stock Purchase Agreement on August 3, 2025 with Elo Investors, L.P. and Elo Holdings, Inc. to buy all outstanding common stock of Holdings for about $1.3 billion, and that the purchase price is subject to customary adjustments.

Source · Based on the filing body and exhibits

Funded with Cash and Credit Facility; Closing Subject to HSR Approval

The company said it expects to fund the purchase price with cash on hand and borrowings under its credit facility. Closing is subject to the expiration or termination of waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Approval) and other customary closing conditions.

Source · Based on the filing body and exhibits

Termination Grounds and August 3, 2026 Closing Deadline

The company disclosed that the agreement may be terminated if the deal has not closed by August 3, 2026, unless either the company or the Seller extends that date unilaterally to February 3, 2027. It also cited mutual written consent and uncured breaches of representations and warranties as grounds for termination.

Source · Based on the filing body and exhibits

Elo Annual Sales of About $400 million; Synergies of $25 million

The company said Elo has annual sales of about $400 million and annual sales growth of 5 to 7% over a cycle. It also said the deal is expected to be immediately accretive to earnings upon closing and to generate an incremental $25 million of annual EBITDA through synergies by year 3.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.