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Acquisitions
 3 Months Ended
Mar. 29, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
All purchase price allocations for acquired entities are based upon provisional information and are subject to revision during the measurement period (up to one year from the acquisition date) as additional information is obtained.

Acquisition of Mueller Supply Company, Inc.
In July 2024, the Company completed the acquisition of Mueller Supply Company, Inc. (“Mueller”) for a purchase price of $495.9 million, including a base purchase price of $475.0 million, in addition to closing date cash and working capital adjustments. Mueller is a leading manufacturer of residential metal roofing and components and steel buildings in Texas and the Southwest United States (“U.S.”). Mueller has approximately 900 employees and a comprehensive regional footprint including 38 retail branches and five manufacturing sites in Amarillo, Ballinger and Huntsville, Texas; Oak Grove, Louisiana; and Phoenix, Arizona. This acquisition was funded through issuing long-term debt further discussed in Note 7. Mueller is included in the Company’s Shelter Solutions reportable segment.
The following table summarizes the provisional fair value of net assets acquired:
Fair Value
Cash and cash equivalent$18,074 
Accounts receivable10,346 
Inventories126,516 
Property, plant and equipment207,912 
Goodwill107,543 
Trade name and customer relationship intangibles108,000 
Equity investment11,000 
Other assets5,803 
Total assets acquired595,194 
Accounts payable and other liabilities assumed8,805 
Employee related liabilities5,876 
Rebates and customer related liabilities16,698 
Deferred income tax liabilities67,924 
Total liabilities assumed99,303 
Net assets acquired$495,891 
During the three months ended March 29, 2025, the Company recognized a $3.1 million increase in accounts payable and other liabilities assumed and a corresponding decrease of $3.1 million in employee related liabilities. The Company recorded these measurement period adjustments to update the allocation of the purchase price based upon further analysis of information subsequent to the acquisition date. These adjustments did not have a material impact on the Company’s Condensed Consolidated Statements of Loss for the three months ended March 29, 2025.
As part of the Mueller transaction, the Company acquired a 33.33% interest in BDM Metal Coaters, LLC (“BDM”). The general purpose of BDM is the establishment and operation of a processing facility for the slitting and coating of hot roll steel coils. The Company possesses the ability to exercise significant influence, but not control, over the operating and financial policies of BDM; therefore, the Company accounts for the investment under the equity method of accounting. The carrying value of the investment was $10.7 million as of March 29, 2025 and $11.1 million as of December 31, 2024. The investment in BDM is recognized in other assets, net on our Condensed Consolidated Balance Sheets for both comparable periods.
The fair value and expected useful life of identifiable intangible assets consists of the following:
Fair Value
Useful Life in Years
Customer relationships$30,000 11
Trade names and other78,000 12
Total$108,000 
The acquisition of Mueller resulted in the recognition of $107.5 million of goodwill. The goodwill recorded is a result of expected synergies and other benefits that we believe will result from the integration of the acquisition within our operations. Goodwill created as a result of the acquisition of Mueller is not expected to be deductible for tax purposes. A net deferred tax liability of $67.9 million was established as a result of the acquisition.
Acquisition of Harvey Building Products Corp.
In April 2024, the Company completed the acquisition of Harvey Building Products Corp. (“Harvey”) for a purchase price of $460.7 million, subject to certain customary adjustments. Harvey is a manufacturer of high performing windows and doors, and its portfolio of industry leading brands include 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 U.S. This acquisition was funded through issuing long-term debt further discussed in Note 7. Harvey is included in the Company’s Aperture Solutions reportable segment.
The following table summarizes the provisional fair value of net assets acquired:
Fair Value
Cash and cash equivalent$10,423 
Accounts receivable27,325 
Inventories21,535 
Property, plant and equipment47,478 
Lease right-of-use assets123,801 
Goodwill173,204 
Trade name and customer relationship intangibles246,000 
Other assets7,375 
Total assets acquired657,141 
Accounts payable and other liabilities assumed36,080 
Employee related liabilities6,208 
Lease liabilities104,807 
Deferred income tax liabilities49,384 
Total liabilities assumed196,479 
Net assets acquired$460,662 
During the three months ended March 29, 2025, the Company recognized a $0.6 million decrease in lease right-of-use assets, a $9.2 million decrease in other assets, $9.2 million decrease in deferred income tax liabilities and a $0.6 million increase in goodwill as a result of these measurement period adjustments. The Company recorded these measurement period adjustments to update the allocation of the purchase price based upon further analysis of information subsequent to the acquisition date. These adjustments did not have a material impact on the Company’s Condensed Consolidated Statements of Loss for the three months ended March 29, 2025.
The fair value and expected useful life of identifiable intangible assets consists of the following:
Fair ValueUseful Life in Years
Customer relationships$200,000 12
Trade names and other46,000 12
Total$246,000 
The acquisition of Harvey resulted in the recognition of $173.2 million of goodwill. The goodwill recorded is a result of expected synergies and other benefits that we believe will result from the integration of the acquisition with our operations. Goodwill created as a result of the acquisition of Harvey is not expected to be deductible for tax purposes. A net deferred tax liability of $49.4 million was established as a result of the acquisition.
Contingent Consideration for Acquisition 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. The total purchase price included earn-out contingent consideration of $16.8 million payable over two consecutive twelve-month periods, with the first period starting in the month following the close of the acquisition and payments are based upon achieving certain adjusted EBITDA-based metrics, as defined in the purchase agreement. There was an increase of $1.0 million in contingent consideration in the three months ended March 29, 2025, including the impact of exchange rates. Total contingent consideration of $22.1 million as of March 29, 2025 and $21.1 million as of December 31, 2024 is recognized in other current liabilities on our Condensed Consolidated Balance Sheets