Legence Announces Closing of Upsized Secondary Underwritten Public Offering of Class A Common Stock and Full Exercise of Underwriters’ Option to Purchase Additional Shares

SAN JOSE, Calif., April 09, 2026 (GLOBE NEWSWIRE) -- Legence Corp. (Nasdaq: LGN) (“Legence” or the “Company”) today announced that it has closed its upsized secondary underwritten public offering (the “offering”) of 15,394,112 shares of its Class A common stock (“Common Stock”) by selling stockholders affiliated with Blackstone Inc. (the “Selling Stockholders”) at a price to the public of $54.00 per share, including the full exercise by the underwriters of their option to purchase up to an additional 2,007,927 shares of Common Stock on the same terms and conditions.

Legence did not sell any shares of Common Stock in the offering and did not receive any proceeds from the sale of shares by the Selling Stockholders.

Goldman Sachs & Co. LLC, Jefferies and BofA Securities acted as joint lead book-running managers. Morgan Stanley & Co. LLC, BMO Capital Markets, MUFG, RBC Capital Markets, Societe Generale, Barclays, Cantor, Guggenheim Securities, Wolfe | Nomura Alliance, BTIG, Roth Capital Partners, Rothschild & Co, Santander and Stifel acted as bookrunners, and Blackstone Capital Markets, Tigress Financial Partners, C.L. King & Associates, Drexel Hamilton, Independence Point Securities, Loop Capital Markets and Penserra Securities LLC acted as co-managers for the offering.

A Registration Statement on Form S-1 relating to these securities (the “Registration Statement”) has been filed with, and declared effective by, the Securities and Exchange Commission (the “SEC”). The offering was made only by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Copies of the final prospectus may be obtained from: Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at 1-866-471-2526, or by email at l.gs.com; Jefferies LLC, Attn: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at 1-877-821-7388, or by email at ; and BofA Securities, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department, or by email at .

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

About Legence

Legence is a leading provider of engineering, consulting, installation, and maintenance services for mission-critical systems in buildings. The Company specializes in designing, fabricating, and installing complex HVAC, process piping, and other mechanical, electrical and plumbing (MEP) systems—enhancing energy efficiency, reliability, and sustainability in new and existing facilities. Legence also delivers long-term performance through strategic upgrades and holistic solutions. Serving some of the world’s most technically demanding sectors, Legence counts over 60% of the Nasdaq-100 Index among its clients.

Forward-Looking Statements

Certain statements contained in this press release constitute “forward-looking statements.” All statements, other than statements of historical fact, included in this press release, are forward-looking statements. When used in this press release, words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” the negative version of these words and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These statements are not historical facts but rather are based on management’s current belief, based on currently available information, as to the outcome and timing of future events, and it is possible that the results described in this press release will not be achieved. Such statements are subject to risks, uncertainties and other factors, many of which are outside of Legence’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, those described under “Risk Factors” in the Registration Statement and “Item 1A. Risk Factors” in Legence’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report”), as filed with the SEC, as such factors may be updated from time to time in Legence’s subsequent filings with the SEC. Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Legence does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Legence to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Registration Statement, the 2025 Annual Report and in Legence’s subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements.



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