Acquisitions

3 Months Ended

Mar. 30, 2024

Business Combination and Asset Acquisition [Abstract]

Acquisitions

Acquisitions

Acquisitions Completed During 2023

In August 2023, the Company completed the acquisition of M.A.C. Métal Architectural Inc. (“MAC Metal”), which became an indirect wholly-owned subsidiary of the Company. Headquartered in Saint-Hubert, Quebec, MAC Metal serves the North American residential and commercial markets with high-end steel siding and roofing products. MAC Metal is included in the Company’s Surface Solutions reportable segment. In December 2023, the Company completed the acquisition of the Eastern Architectural Systems (“EAS”) business, whose operations are included in the Company’s Aperture Solutions reportable segment. EAS is based in Ft. Myers, Florida and manufactures custom-made aluminum and vinyl impact windows and doors.

The total purchase price for these acquisitions was $234.9 million comprised of upfront cash payments of $217.7 million and earn-out contingent consideration of $16.8 million related to the MAC Metal transaction. The EAS transaction is subject to a final working capital adjustment. The purchase price of these acquisitions was provisionally allocated to the assets acquired and liabilities assumed, which related primarily to inventory of $15.9 million, property, plant and equipment of $21.3 million, goodwill of $87.5 million, intangible assets such as, customer lists and trademarks, of $73.4 million and $34.3 million, contingent consideration of $16.8 million and noncurrent deferred income tax liabilities of $12.3 million. The goodwill recorded is a result of expected synergies and other benefits that we believe will result from the integration of the acquisitions with our operations.

The MAC Metal acquisition earn-out is payable over two consecutive twelve-month periods, with the first period starting in the month following the close of the applicable acquisition and payments are based upon achieving certain adjusted EBITDA-based metrics, as defined in the purchase agreement. There was no change to the fair-value of the contingent consideration of $16.8 million, of which $7.8 million is recognized in other current liabilities and $9.0 million is recognized in other long-term liabilities on our Condensed Consolidated Balance Sheets at March 30, 2024.

2024 Pending Acquisition

In March 2024, the Company reached an agreement to acquire Harvey Building Products Corp. (“Harvey”), a manufacturer of high performing windows and doors, and its portfolio of industry leading brands: Harvey, Softlite and Thermo-Tech. Headquartered in Waltham, Massachusetts, Harvey has approximately 1,200 employees at four manufacturing facilities located throughout the Northeast and Midwest. Harvey specializes in premium, custom windows and doors primarily serving the Eastern United States (“U.S.”). The transaction is subject to regulatory approval and customary closing conditions and is expected to close in the second quarter of 2024. Upon closing, the business will be integrated into our Aperture Solutions reportable segment.