PGT, MITER Brands Merger One Step Closer
Florida-based PGT Innovations (NYSE: PGT) is one step closer to merging with Seattle-based MITER Brands, according to official press releases from both companies.
The PGT, MITER Brands merger news is the first announcement from Venice-based PGT since the company announced a special shareholder meeting in February to review the proposed acquisition by MITER Brands.
The MITER proposal was an unsolicited offer that came on the heels of PGT reaching a definitive agreement with Tampa-based Masonite, the maker of high-end interior and exterior doors.
The situation intensified in January when a company press release explained both offers in greater detail and laid out the anticipated next steps if PGTI and Miter are “are able to negotiate a transaction on terms that the PGTI Board concludes is a superior proposal, Masonite would have the option, over a period of four business days, to offer to improve the terms of its existing merger agreement with PGTI.”
PGT To Become A Privately Held Company
With the proposed MITER Brands merger, PGT would cease to be a publicly traded company. The company initially went public on the New York Stock Exchange on June 28, 2006 at a share price of $14.00.
The company’s official press release explained this aspect of the proposed merger in greater detail:
“As previously announced, under the terms of the definitive merger agreement, MITER Brands will acquire all of the outstanding shares of PGTI common stock for $42.00 per share in cash. The transaction will be financed in part by an equity investment from an affiliate of Koch Equity Development LLC (“KED”), the principal investment and acquisition arm of Koch Industries, Inc. (“KII”), that is a current investor in MITER Brands. The transaction is expected to close later this month. Upon completion of the transaction, PGTI will become a privately held company, and its common stock will no longer be listed on any public market.”
MITER Offer Values PGT At $3 Billion
Meanwhile MITER, a nationwide manufacturer of precision-built windows and doors, has not issued a press release since their official acquisition announcement on January 17.
Also in January, Fitch affirmed its BB- rating for MITER and kept the company outlook as “Stable” citing “its top-four position in the highly fragmented U.S. windows and doors market, strong profitability metrics and consistently strong FCF generation.”
In the same press release, Fitch noted that MITER’s proposed acquisition price of $41.50 per share equated to a 58% premium over the closing price of PGT common stock in October. As such, the offer represented a $3 billion valuation of PGT or 11x LTM EBITDA (excluding synergies).
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