Apogee completes GroGlass deal valued up to $71.8M
The contingent earnout is tied to financial targets over three years after closing and is capped at €10 million.
Rhea-AI Filing Summary
Apogee Enterprises, Inc. completed its acquisition of all outstanding equity interests in Latvian company SIA “Alzette” and its subsidiaries, including GroGlass, on September 18, 2026. GroGlass provides high-performance glass surface solutions, including anti-reflective and other advanced coatings for display, architectural and technical applications.
The Purchase Agreement values GroGlass at approximately €62.5 million on a cash-free, debt-free basis, with the final purchase price subject to contractual adjustments. Apogee also described the transaction as valued at up to approximately $71.8 million at current exchange rates, including contingent earnout consideration. The earnout may become payable based on specified financial performance targets during the three years following closing and is capped at €10 million. Apogee funded the acquisition with available cash and borrowings under its existing revolving credit facility. Apogee said GroGlass’s technology and coatings complement its Performance Surfaces portfolio.
Positive
- Completed GroGlass acquisition, valued at up to approximately $71.8 million.
Negative
- None.
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8-K Event Classification
3 items: 2.01, 7.01, 9.01
3 items
Item 2.01
Completion of Acquisition or Disposition of Assets
Financial
The company completed a significant acquisition or sale of business assets.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Transaction value: Approximately €62.5 million
Transaction value: Up to approximately $71.8 million
Maximum contingent consideration: €10 million
+1 more
4 metrics
Transaction value
Approximately €62.5 million
Cash-free, debt-free basis under the Purchase Agreement
Transaction value
Up to approximately $71.8 million
At current exchange rates, including contingent earnout consideration
Maximum contingent consideration
€10 million
Maximum earnout based on specified financial performance targets
Earnout performance period
Three years
Following closing
Key Terms
cash-free, debt-free basis, contingent consideration, earnout provisions, revolving credit facility
4 terms
cash-free, debt-free basis financial
"approximately €62.5 million on a cash-free, debt-free basis"
A cash-free, debt-free basis is a way of pricing a business where the sale excludes the company’s cash balances and outstanding debt, so the buyer pays only for the operating assets and liabilities that run the business. Think of it like buying a shop’s shelves and stock but not its cash in the register or its loans; this clarity matters to investors because it shows the true purchase price, makes deal comparisons fair, and clarifies what financing or adjustments are needed after the sale.
contingent consideration financial
"includes contingent consideration that may become payable following closing"
Contingent consideration is an additional payment agreed when one company buys another that will be paid later only if specific future targets are met, such as revenue, profit, or regulatory milestones. It matters to investors because it shifts risk between buyer and seller and affects the acquiring company's future cash flow and reported value — like promising a bonus after results are proven.
earnout provisions financial
"maximum contingent consideration payable pursuant to the earnout provisions"
Earnout provisions are contract clauses in mergers and acquisitions that link part of the purchase price to the future performance of the business, such as revenue, profit, or specific milestones. They matter to investors because they shift some risk and reward after the deal closes—like paying a seller a bonus only if the business hits agreed targets—affecting future cash flows, valuation, and how management prioritizes short‑term versus long‑term results.
revolving credit facility financial
"borrowings under its existing revolving credit facility"
A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much was APOG’s GroGlass acquisition valued at?
The transaction was described as valued at up to approximately $71.8 million at current exchange rates, including contingent earnout consideration. The Purchase Agreement values GroGlass at approximately €62.5 million on a cash-free, debt-free basis, with the final purchase price subject to adjustments.
What is the earnout cap and performance period for APOG’s GroGlass acquisition?
The contingent earnout is capped at €10 million and may become payable based on specified financial performance targets during the three-year period following closing.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): September 18, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||||||||
| Registrant's telephone number, including area code: | ( | |||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Exchange Act: | ||||||||
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.01 | Completion of Acquisition or Disposition of Assets. | ||||
On September 18, 2026, Apogee Enterprises, Inc. (the “Company”) completed the transaction contemplated by the Share Purchase Agreement, dated September 2, 2026 (the “Purchase Agreement”), pursuant to which Tiger MergeCo SIA, a wholly owned subsidiary of the Company, acquired all of the outstanding equity interests of SIA “Alzette” a Latvian limited liability company, and its subsidiaries, including GroGlass.
Pursuant to the terms and conditions of the Purchase Agreement, the Transaction values GroGlass at approximately €62.5 million on a cash-free, debt-free basis; the final purchase price remains subject to the adjustments set forth in the Purchase Agreement and includes contingent consideration that may become payable following closing based upon the achievement of specified financial performance targets during the three-year period following closing. The maximum contingent consideration payable pursuant to the earnout provisions is €10 million.
The Company funded the acquisition using available cash and borrowings under its existing revolving credit facility.
This report supplements the Company’s announcement of the transaction, which was described in the Company’s Current Report on Form 8-K filed on September 3, 2026 with the U.S. Securities and Exchange Commission (the “SEC”). The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement, a copy of which was filed with the SEC as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on September 3, 2026 and is incorporated into this Item 2.01 by reference.
| Item 7.01 | Regulation FD Disclosure. | ||||
On September 18, 2026, the Company issued a press release announcing the completion of the acquisition described in Item 2.01, a copy of which is filed as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
| Item 9.01 | Financial Statement and Exhibits. | ||||
(d) Exhibits.
| Exhibit Number | Description | |||||||
| 2.1* | Share Purchase Agreement between Daugava Finance S.A. and Tiger MergeCo SIA dated September 2, 2026 (incorporated by reference to the Company’s Current Report on Form 8-K filed on September 3, 2026). | |||||||
| 99.1 | Press Release dated September 18, 2026 | |||||||
| 104 | Cover page interactive data file (formatted in inline XBRL). | |||||||
* This filing excludes certain schedules and exhibits pursuant to Item 601(a)(5) of Regulation S-K, which the registrant agrees to furnish supplementally to the U.S. Securities and Exchange Commission upon request by the Commission provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules or exhibits so furnished. | ||||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| APOGEE ENTERPRISES, INC. | ||||||||
| By: | /s/ Bryan A. Welp | |||||||
| Bryan A. Welp | ||||||||
| Vice President, General Counsel and Secretary | ||||||||
Date: September 23, 2026
Apogee Enterprises, Inc. • 4400 West 78th Street • Minneapolis, MN 55435 • (952) 835-1874 • www.apog.com Press Release FOR RELEASE: September 18, 2026 Apogee Enterprises Completes Acquisition of GroGlass MINNEAPOLIS, MN, September 18, 2026 – Apogee Enterprises, Inc. (Nasdaq: APOG), a leading provider of architectural building products and services, as well as high-performance coated materials used in a variety of applications, today announced the completion of its previously announced acquisition of SIA “GroGlass” ("Groglass"). The transaction, valued at up to approximately $71.8 million at current exchange rates, including contingent earnout consideration, was completed following satisfaction of customary closing conditions. “The closing of the Groglass acquisition represents another important milestone in the execution of our strategy,” said Don Nolan, Apogee Executive Chair and CEO. “Groglass brings highly differentiated technology, a strong brand, and deep expertise in premium anti-reflective coatings that complement and strengthen our Performance Surfaces portfolio. We are excited to welcome the Groglass team to Apogee and believe the combination will expand opportunities for growth in both existing and new markets, enhance innovation, and support long-term value creation for our customers and shareholders.” About Groglass Groglass, located in Riga, Latvia, is a leading provider of high-performance glass surface solutions, specializing in anti-reflective and other advanced coatings used in display, architectural, and technical applications. Groglass’ portfolio includes premium brands recognized for superior optical clarity and durability, serving customers across global end markets such as museums, electronics, and architectural design. With a strong foundation in materials science and coating technologies, Groglass combines innovation, quality, and long-standing customer relationships to deliver differentiated solutions. About Apogee Enterprises, Inc. Apogee Enterprises, Inc. (Nasdaq: APOG) is a leading provider of architectural building products and services, as well as high-performance coated materials used in a variety of applications. Headquartered in Minneapolis, MN, our portfolio of industry-leading products and services includes architectural glass, windows, curtainwall, storefront and entrance systems, integrated project management and installation services, and high-performance coatings that provide protection, innovative design, and enhanced performance. For more information, visit www.apog.com. Contact: Jeremy Steffan Vice President, Investor Relations & Communications 952.346.3502 ir@apog.com EXHIBIT 99.1