No Deal, New Deal: MITER scoops up PGT Innovations for $3.1 billion.
PGT Innovations has dumped an acquisition offer from Masonite in favor of a larger proposal from rival window manufacturer MITER Brands.
On December 18, it was announced that Masonite would acquire PGT Innovations, a manufacturer of patio door and window solutions along with impact-rated glass applications. Terms of the deal called for Masonite to purchase the company through a combination of cash and Masonite shares with a total transaction value of $3 billion.
But MITER Brands swept in with its own deal valued at $3.1 billion.
MITER’s plan calls for it to acquire all of the outstanding shares of PGTI at a price of $42.00 per share in cash. The purchase price represents a premium of 60% over PGTI’s unaffected closing share price on October 9, 2023, Miter Brands said.
“MITER and PGTI are fully aligned in providing world-class service and the finest products with a culture where people, performance, and customer experiences come first,” said Matt DeSoto, president and CEO of MITER Brands. “Our product mix and geographic presence are highly complementary, and we look forward to delivering enhanced value to our team members, customers, suppliers and local communities.”
Masonite has confirmed the termination of its previously announced definitive merger agreement to acquire PGT Innovations, Inc. According to Masonite, the termination follows the Masonite Board of Directors’ decision not to submit a revised offer to acquire PGT Innovations, after being notified that the PGTI Board had determined that a revised proposal from MITER Brands submitted on January 12, 2024, was a “superior proposal.”
Masonite received a termination fee of $84 million following the broken deal.
“The decision to waive our right to increase our offer reflects our commitment to financial discipline and rigor in our strategic investments,” said Howard Heckes, president and CEO of Masonite. “We remain focused on the execution of our ‘Doors That Do More’ growth initiatives and the pursuit of our 2027 financial goals. I am confident in Masonite’s ability to create long-term value for our customers and our shareholders as we continue to deliver reliable supply, drive product leadership and win the sale.”
MITER Brands is the combination of two fast-growing regional product brands: MI Windows and Doors and Milgard Windows and Doors, and is a nationwide supplier of precision-built and energy-efficient products with more than 10 manufacturing facilities throughout the United States.
“We are thrilled to have reached an agreement with MITER that maximizes value for PGTI shareholders,” Jeffrey T. Jackson, PGT Innovations president and CEO said. Since PGTI’s founding over 40 years ago, we have delivered profitable growth and created significant shareholder value by serving our customers with the high-quality window and door solutions they need. In MITER, we have found a strong partner that shares our commitment to safety, quality, and innovation.”
