Accelevation Holdings Corp.

424B4 priced

Price $18.00 · 30,000,000 shares · Gross proceeds $540,000,000

Accelevation Holdings Corp. disclosed the acquisition of Earnest, with $1.0 million of goodwill tax-deductible. Pro forma financials for 2025 and 2024 reflect the Change in Control Transaction and acquisitions of Aura, Ernest, and SteelPro. The company reported $29.2 million net income for 2025, contrasting with a $37.2 million loss in 2024. Workplace Modular Systems (WMS) was reclassified as held for sale, with assets of $8.8 million and liabilities of $3.7 million as of December 2025. The filing highlights integration of acquired operations and risks related to supply chain, project execution, and market demand.

8-A12B effective

CERT inactive

EFFECT effective

S-1/A amended

Price $22.00 · Range $20.00 to $24.00 · 30,000,000 shares · Gross proceeds $660,000,000

Accelevation Holdings Corp. is a data center infrastructure solutions provider facing significant operational and market risks. The company highlights risks related to supply chain disruptions, labor shortages, geopolitical tensions, and macroeconomic volatility. Key concerns include production delays, raw material price fluctuations, and dependency on third-party suppliers and contractors. The filing emphasizes the potential impact of these factors on its ability to meet customer demands, maintain profitability, and execute projects on time.

S-1/A amended

Accelevation Holdings Corp. filed an S-1/A amendment to its initial S-1 registration statement on September 11, 2026, primarily to include certain exhibits outlined in Part II of the filing. The amendment does not alter the prospectus content, with the preliminary prospectus (Part I) omitted. The filing focuses on registering securities under the Securities Act of 1933, with no changes to the core offering details compared to the original S-1.

S-1 filed

Accelevation Holdings Corp. focuses on power distribution and white space infrastructure for large-scale data centers, facing significant risks related to community and regulatory scrutiny, customer concentration, backlog uncertainties, and competitive pressures. The company highlights vulnerabilities from data center development challenges, including power grid constraints, legal challenges, and project delays, which could impact revenue. Its revenue is heavily dependent on a few key customers, and any loss or reduction in orders from these clients could materially affect operations. Additionally, the company emphasizes risks from technological shifts, competitive pricing, and the inability to adapt to evolving industry standards.

DRS/A amended

Accelevation Holdings Corp. reports a significant increase in revenue to $478.7 million for the year ended December 31, 2025, compared to $207.5 million in 2024, with net income of $29.2 million versus a net loss of $37.2 million in the prior year. The company reclassified assets and liabilities of its subsidiary Workplace Modular Systems (WMS) as held for sale, reflecting a strategic decision to divest non-core operations. Goodwill increased to $186.4 million due to acquisitions, while long-term debt rose to $269.9 million, driven by a new credit agreement. The filing highlights a $3.1 million provisional loss on contracts and ongoing risks related to revenue recognition and debt covenants.

DRS filed

Accelevation Holdings Corp. reported significant financial changes in its 2025 fiscal year, including a revenue increase to $478.7 million from $207.5 million in 2024. The company reclassified Workplace Modular Systems, LLC (WMS) as assets held for sale following a strategic decision to divest the subsidiary, which is not core to its operations. A $3.1 million provisional loss was recognized on a contract, and the company entered into a new $277 million credit agreement post-Change in Control Transaction. Goodwill and intangible assets saw substantial increases due to acquisitions and revaluations.