Copart now owns ACV, and the merger filings show what Buffalo workers were promised, and for how long

By Staff Reporter

BUFFALO — ACV Auctions, the 43North winner that became Buffalo’s first billion-dollar startup, is no longer a Buffalo-controlled public company. Copart Inc., the Dallas-based online vehicle auction giant, completed its roughly $1.9 billion all-cash purchase of ACV on Oct. 16, and ACV’s shares stopped trading on the New York Stock Exchange.

The companies say ACV will keep operating as an independent subsidiary led by its current executives. Merger filings show what that promise covers, and what it leaves out.

How the deal closed

Copart paid $10.50 a share in cash, according to its closing announcement filed with the Securities and Exchange Commission. By the time the tender offer expired at 5 p.m. Oct. 15, holders of 116,818,409 shares, about 68.43 percent of ACV’s stock, had tendered. Copart then completed a merger that made ACV a wholly owned subsidiary and cashed out the remaining shares at the same price.

“We are pleased to complete the acquisition of ACV, which is an important milestone for Copart as we continue to deliver on our growth strategy,” said Jay Adair, Copart’s chief executive. He said the combination gives Copart “an industry-leading, fully complete remarketing platform spanning dealer trade-ins, wholesale remarketing, salvage disposition, and international scale.”

ACV chief executive George Chamoun thanked his staff. “ACV’s mission is not complete and we will continue to revolutionize the used vehicle sector,” Mr. Chamoun said. “Joining with Copart amplifies this mission, supercharging our growth, pace of innovation and global reach.”

The price was about 45 percent above ACV’s unaffected closing price on Aug. 10, the last trading day before media reports of a possible sale, according to the companies’ September announcement. It was also well below the $25 a share ACV priced its IPO at in March 2021.

What the filings promise workers

ACV said in its annual report that it had “over 3,200 teammates” at the end of 2025, including more than 800 vehicle condition inspectors in the field. Its headquarters is at 640 Ellicott St. on the Buffalo Niagara Medical Campus. Local estimates of its Western New York workforce range from about 600 to 650. Series B[uffalo], the media arm of the 43North Foundation, reported “more than 600 employees,” most at the campus’s Innovation Center.

The merger agreement, summarized in ACV’s Schedule 14D-9 filed Sept. 17, gives employees who stay one year of protection. For 12 months after closing, Copart must give each “Continuing Employee” a salary or hourly wage and a target bonus “no less favorable” than before the deal. Severance must be the better of terms listed in a disclosure schedule or what Copart provides similar employees. The agreement also let ACV set up a cash retention pool of up to $2.8 million for employees who are not executives.

Those protections end in October 2027. The filing’s summary of the merger agreement describes no commitment to keep the headquarters or a minimum number of jobs in Buffalo.

Executives have more protection. The 14D-9 estimates that if Mr. Chamoun were let go without cause or resigned for good reason after the deal, he would receive about $18.36 million, mostly accelerated stock awards. As of Sept. 8, ACV’s directors and executive officers owned shares worth about $78.9 million at the offer price.

‘Synergies,’ and a state tax-credit deal

In September, the companies said they expect “near-term cost and revenue synergies across dealer, commercial, and retail channels.” Cost synergies usually mean overlapping jobs and offices. Neither company has said which ACV functions, if any, will be combined with Copart’s.

On a September investor call, Mr. Adair said Copart would form a team “to see what benefits we can bring from ACV over to Copart, what benefits you can bring from Copart over ACV,” according to Series B[uffalo]’s account. He also said investors would see “a continued investment in ACV as well as Copart on tech.”

New York has its own stake. In November 2025, Gov. Kathy Hochul announced that ACV had expanded its Buffalo headquarters and expected to hire 102 more workers over four years, most in technology jobs averaging more than $90,000 a year. Empire State Development offered up to $2 million in performance-based Excelsior Jobs tax credits tied to that hiring.

“I applaud ACV for growing and adding jobs in my hometown of Buffalo,” Ms. Hochul said at the time. ESD President and CEO Hope Knight called the company “a model for how New York’s startup ecosystem can fuel long-term success.”

Excelsior credits are paid only after a company meets its job targets. If ACV falls short, it doesn’t collect, so taxpayers are protected from paying for jobs that never arrive. The public still can’t tell whether ACV’s hiring is on track. ESD has not publicly said how many of the 102 jobs have been filled, whether the credit agreement carries over to Copart, or what baseline job count ACV must keep in Buffalo to qualify.

What Buffalo should watch

• Headquarters functions. Corporate finance, legal and investor relations jobs can move to a parent company after a sale. ACV no longer has public shareholders or its own SEC reporting.
• The October 2027 date. Pay protections in the merger agreement expire one year after closing.
• The Excelsior agreement. ESD could say publicly whether the tax-credit deal and its job baseline transfer to the new owner.
• The 43North model. ACV’s 2021 IPO made money for 43North and helped create the 43North Foundation. Its sale tests whether startups funded through the state-backed competition stay rooted in Buffalo once they mature.

The Chronicle is seeking comment from Copart, ACV and Empire State Development on staffing plans for Buffalo and the status of the Excelsior agreement.

Featured photo: The Buffalo Niagara Medical Campus, where ACV’s headquarters is located. Photo by Buffaboy via Wikimedia Commons, CC BY-SA 4.0.