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Acquisitions
 3 Months Ended
Mar. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
2025 Acquisition
ThermaFoam
On February 3, 2025, the Company completed the acquisition of select assets of ThermaFoam Operating LLC, PowerFoam LLC, and ThermaFoam Real Estate LLC, (collectively, "ThermaFoam"), for cash consideration of $52.9 million, subject to customary post-closing purchase price adjustments that are expected to be finalized in the second quarter of 2025. ThermaFoam serves the commercial, residential, and infrastructure construction markets through both the ThermaFoam and PowerFoam brands. The purchase of ThermaFoam is consistent with Carlisle’s Vision 2030 strategy and strategic pivot to a pure play building products company with increased investment in innovation and synergistic acquisitions.
ThermaFoam contributed revenues of $3.3 million and operating income of $0.4 million for the period from February 3, 2025, to March 31, 2025. The results of operations of the acquired business are reported as part of the CWT segment.
The acquisition has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations. The following table summarizes the consideration transferred to acquire ThermaFoam and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.
Preliminary Allocation
(in millions)As of
2/3/2025
Total cash consideration transferred$52.9 
Recognized amounts of identifiable assets acquired and liabilities assumed:
Receivables, net2.7 
Inventories1.4 
Other current assets0.1 
Property, plant and equipment8.8 
Other intangible assets6.7 
Accounts payable(0.9)
Other current liabilities(0.6)
Total identifiable net assets18.2 
Goodwill$34.7 
The preliminary fair values and weighted average useful lives of the acquired definite-lived intangible assets are as follows:
(in millions)Fair ValueWeighted Average Useful Life (in years)
Customer relationships$6.5 9
Other intangibles0.2 5
Total$6.7 
2024 Acquisitions
PFB Holdco
On December 18, 2024, the Company completed the acquisition of 100% of the equity interests of PFB Holdco, Inc. ("PFB") for cash consideration of $265.9 million, including $6.4 million of cash acquired, subject to certain customary purchase price adjustments that are expected to be finalized in the second quarter of 2025. PFB is a leading vertically integrated provider of expanded polystyrene insulation products across Canada and the Midwestern United States.
The following table summarizes the consideration transferred to acquire PFB and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.
Preliminary AllocationMeasurement Period AdjustmentsPreliminary Allocation
(in millions)As of
12/18/2024		As of
3/31/2025
Total cash consideration transferred$268.9 $(3.0)$265.9 
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash and cash equivalents6.4 — 6.4 
Receivables, net9.6 — 9.6 
Inventories14.5 — 14.5 
Other current assets6.6 — 6.6 
Property, plant and equipment31.7 — 31.7 
Other intangible assets112.8 11.5 124.3 
Other long-term assets46.1 — 46.1 
Accounts payable(4.6)— (4.6)
Other current liabilities(27.8)13.0 (14.8)
Deferred taxes(27.9)(1.8)(29.7)
Other long-term liabilities(43.5)— (43.5)
Total identifiable net assets123.9 22.7 146.6 
Goodwill$145.0 $(25.7)$119.3 
The preliminary fair values and weighted average useful lives of the acquired definite-lived intangible assets are as follows:
(in millions)Fair ValueWeighted Average Useful Life (in years)
Customer relationships$81.5 11
Trade names15.0 15
Technologies27.8 11
Total$124.3 
MTL Holdings
On May 1, 2024, the Company completed the acquisition of 100% of the equity of MTL Holdings LLC ("MTL") for cash consideration of $424.6 million, including $10.3 million of cash acquired, subject to certain customary post-closing purchase price adjustments that were finalized in the third quarter of 2024. MTL is a leading provider of prefabricated perimeter edge metal systems and non-insulated architectural metal wall systems for commercial, institutional and industrial buildings.
The following table summarizes the consideration transferred to acquire MTL and the preliminary allocation of the purchase price among the assets acquired and liabilities assumed based upon their acquisition date fair values with the remainder allocated to goodwill. The fair values are preliminary and subject to change pending receipt of the final valuation for all acquired assets and liabilities.
Preliminary AllocationMeasurement Period AdjustmentsPreliminary Allocation
(in millions)As of
5/1/2024		As of
3/31/2025
Total cash consideration transferred $423.1$1.5$424.6
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash and cash equivalents10.3—10.3
Receivables, net14.0—14.0
Inventories17.2—17.2
Other current assets0.9—0.9
Property, plant and equipment10.7(0.3)10.4
Other intangible assets248.3—248.3
Other long-term assets8.10.38.4
Accounts payable(5.9)—(5.9)
Other current liabilities(6.1)—(6.1)
Deferred taxes(6.9)—(6.9)
Other long-term liabilities(6.7)(0.9)(7.6)
Total identifiable net assets283.9(0.9)283.0
Goodwill$139.2$2.4$141.6