STOCK TITAN

Procore completes $845M cash acquisition of DroneDeploy

Procore Technologies has closed its cash acquisition of DroneDeploy, which now operates as a wholly owned subsidiary.

(Very High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Procore Technologies, Inc. (PCOR) completed its previously announced acquisition of DroneDeploy, Inc. on September 9, 2026. DF Merger Sub, Inc., a wholly owned subsidiary of Procore, merged with and into DroneDeploy, with DroneDeploy continuing as the surviving company and becoming a wholly owned subsidiary of Procore.

Under the Agreement and Plan of Merger, Procore acquired DroneDeploy for a purchase price of approximately $845.0 million in cash, subject to adjustments for working capital, transaction expenses, cash and indebtedness as described in the Merger Agreement. Fortis Advisors LLC acts solely as the Stockholder Representative for DroneDeploy stockholders under the terms of the agreement.

Positive

  • Procore completed the acquisition of DroneDeploy for approximately $845.0 million in cash, adding DroneDeploy as a wholly owned subsidiary and expanding its product and technology portfolio.
  • The Merger structure is finalized, with DroneDeploy continuing as the surviving company and Fortis Advisors LLC designated as Stockholder Representative, providing a clear post-closing governance framework.

Negative

  • None.

Insights

Analyzing...

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Purchase price for DroneDeploy $845.0 million in cash Aggregate purchase price for the acquisition of DroneDeploy, subject to adjustments
Common stock par value $0.0001 per share Par value of Procore Technologies, Inc. common stock
Merger Agreement date July 27, 2026 Date Procore entered into the Agreement and Plan of Merger
Merger consummation date September 9, 2026 Date Procore completed the merger with DroneDeploy
Trading symbol PCOR Trading symbol for Procore common stock on the New York Stock Exchange
Registrant telephone number (866) 477-6267 Telephone number of Procore Technologies, Inc.
Agreement and Plan of Merger regulatory
"entered into an Agreement and Plan of Merger (the “Merger Agreement”)"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Sub financial
"DF Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary"
A merger sub is a temporary, wholly owned subsidiary that an acquiring company creates to carry out a merger with another firm. Think of it as a wrapper used to combine two businesses—this can simplify legal and tax steps, isolate liabilities, and help preserve the target’s contracts or stock structure, so investors watch it because the chosen approach affects deal mechanics, shareholder votes, potential dilution, and legal or tax risk.
Stockholder Representative financial
"solely in its capacity as the Stockholder Representative"
working capital financial
"subject to certain adjustments for working capital, transaction expenses, cash"
Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.
transaction expenses financial
"subject to certain adjustments for working capital, transaction expenses, cash"
Costs directly tied to buying, selling or moving financial assets, including broker commissions, exchange and clearing fees, taxes, the bid‑ask price difference and any settlement or custody charges. These are the extra sums you pay on top of the price of a stock or bond. They matter to investors because they reduce net returns and can eat into profits—like fuel and tolls cutting into a road trip budget—so higher transaction costs can change whether a trade or strategy is worthwhile.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did PCOR complete on September 9, 2026?

On September 9, 2026, Procore Technologies, Inc. consummated the merger in which DF Merger Sub, Inc. merged with and into DroneDeploy, Inc., and DroneDeploy became a wholly owned subsidiary of Procore under the previously signed Merger Agreement.

How much did Procore Technologies (PCOR) pay to acquire DroneDeploy?

Procore acquired DroneDeploy for a purchase price of approximately $845.0 million in cash, subject to adjustments for working capital, transaction expenses, cash and indebtedness, and other items as described in the Agreement and Plan of Merger.

What is the structure of the DroneDeploy merger with Procore (PCOR)?

Procore formed DF Merger Sub, Inc., which merged with and into DroneDeploy. DroneDeploy continues as the surviving company and operates as a wholly owned subsidiary of Procore Technologies, Inc. following the completion of the merger.

Was the DroneDeploy acquisition by PCOR a cash or stock deal?

The acquisition of DroneDeploy by Procore was a cash transaction, with a purchase price of approximately $845.0 million in cash, subject to customary post-closing adjustments described in the Merger Agreement.

What role does Fortis Advisors LLC play in the Procore (PCOR) and DroneDeploy merger?

Fortis Advisors LLC acts solely as the Stockholder Representative for DroneDeploy stockholders under the Merger Agreement, representing their interests with respect to matters such as purchase price adjustments and other post-closing provisions.

On what date did Procore Technologies (PCOR) sign the Merger Agreement with DroneDeploy?

Procore entered into the Agreement and Plan of Merger on July 27, 2026, with DF Merger Sub, Inc., DroneDeploy, Inc., and Fortis Advisors LLC as Stockholder Representative, and later consummated the merger on September 9, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
false 0001611052 0001611052 2026-09-09 2026-09-09
 
 

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 9, 2026

 

 

Procore Technologies, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-40396   73-1636261

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6309 Carpinteria Avenue,

Carpinteria, CA

  93013
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (866) 477-6267

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

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 Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common stock, $0.0001 par value   PCOR   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

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 8.01

Other Events.

As previously reported, on July 27, 2026, Procore Technologies, Inc., a Delaware corporation (“Procore”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Procore, DF Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Procore (“Merger Sub”), DroneDeploy, Inc., a Delaware corporation (“DroneDeploy”), and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as the Stockholder Representative (as defined in the Merger Agreement). Merger Sub was formed by Procore to merge with and into DroneDeploy, with DroneDeploy continuing as the surviving company and as a wholly-owned subsidiary of Procore (the “Merger”).

On September 9, 2026, Procore consummated the Merger, pursuant to the terms of the Merger Agreement. Pursuant to the Merger Agreement, Procore acquired DroneDeploy for a purchase price of approximately $845.0 million in cash, subject to certain adjustments for working capital, transaction expenses, cash, and indebtedness, among other things, as described in the Merger Agreement.

The entry into the Merger Agreement and related matters were reported in a Current Report on Form 8-K filed by Procore with the Securities and Exchange Commission on July 29, 2026, which filing is incorporated herein by reference. The foregoing description of the Merger Agreement and the transactions contemplated thereby is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which was filed as Exhibit 2.1 to Procore’s Current Report on Form 8-K on July 29, 2026, and is incorporated herein by reference.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    Procore Technologies, Inc.
Date: September 9, 2026     By :  

/s/ Benjamin C. Singer

            Benjamin C. Singer
            Chief Legal Officer and Corporate Secretary

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