Masonite International: Owens Corning (OC) will acquire all outstanding shares of DOOR for $133.00/share in cash (96.61)
- Cos have entered into a definitive agreement under which Owens Corning will acquire all outstanding shares of Masonite for $133.00 per share in cash, representing an approximate 38% premium to Masonite's closing share price on February 8, 2024 and an approximate 46% premium to Masonite's 20-day volume-weighted average price. The implied transaction value is approximately $3.9 billion, implying a purchase multiple of approximately 8.6x 2023E adjusted EBITDA2 or 6.8x when including synergies of $125 million.
- Expands Owens Corning's leadership position in branded residential products with a leading manufacturer of innovative interior and exterior doors and door systems.
- Creates a scalable new growth platform within a $27 bln addressable market leveraging combined commercial, operational, and innovation capabilities.
- Enhances Owens Corning's attractive financial profile by growing revenue and earnings to approximately $12.6 bln, with adjusted EBITDA of $2.9 bln on a pro forma basis including cost synergies of approximately $125 mln generated through scale and operational savings.
- Reinforces disciplined capital allocation strategy with net debt-to-EBITDA resulting from the transaction in the 2-3x target range and additional deleverage to 2.0x by year-end 2024; low double-digit percentage accretive to free cash flow by end of 2025.
- Owens Corning also announces strategic review of its glass reinforcements business within the company's Composites segment.
- Owens Corning will host investor and analyst call today at 8:30 a.m. ET.