Photo by Cytonn Photography on Unsplash

AAON Inc., a leader in innovation and production of premium quality, highly energy efficient
HVAC products for non-residential buildings, recently announced it has entered into a
membership interest purchase agreement, to acquire 100% of the equity interests of BasX,
LLC, dba BasX Solutions, a leader in the manufacturing of high efficiency data centre cooling solutions, cleanroom systems, custom HVAC systems and modular solutions. The
transaction terms require an upfront payment of $100 million, subject to customary
adjustments. Additional payments valued at up to $80 million are subject to earn-out
milestones that extend through 2023. As a condition to closing, AAON will also sign a real
estate purchase agreement with BasX Properties, LLC, an affiliate of BasX, to acquire the real property and improvements utilized by BasX for an additional $22 million, subject to
customary closing conditions and adjustments. AAON plans to fund the transactions through a combination of cash, borrowings under its revolving credit facility and equity.

BasX specializes in the design, engineering and manufacturing of custom, energy efficient
cooling solutions for the rapidly growing hyperscale data centre market. BasX also designs
and manufactures custom solutions for cleanroom environments for the bio-pharmaceutical, semiconductor, medical and agriculture markets, as well as custom, energy
efficient air handlers and modular solutions for a vast array of markets. Headquartered in
Redmond, Oregon, BasX operates a manufacturing footprint of 200,000 square feet. In
2021, BasX is expected to realize revenue of approximately $70 million.

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