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Acquisitions
9 Months Ended
Sep. 27, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
Acquisition of Metal Sales
In September 2025, the Company completed the acquisition of Metal Sales Manufacturing Corporation (“Metal Sales”) for a preliminary purchase price of $181.8 million, including a base purchase price of $200.0 million, subject to closing date cash and working capital adjustments. Headquartered in Sellersburg, Indiana, Metal Sales is a leading manufacturer of metal building systems and components serving high-growth and diverse end-markets through a vast, multi-channel network. Metal Sales has approximately 900 employees at 21 facilities across the United States. This acquisition was funded by borrowing under the Company’s ABL Facility, defined in Note 7. Metal Sales is included in the Company’s Metal Solutions reportable segment.
The purchase price allocation below is based upon provisional information and is subject to revision during the measurement period (up to one year from the acquisition date) as additional information concerning valuations is obtained. During the measurement period, as the Company obtains new information regarding facts and circumstances that existed as of the acquisition date that, if known, would have resulted in revised estimated values of those assets or liabilities, the Company will accordingly revise the provisional purchase price allocation, which may include, but are not limited to, adjustments pertaining to intangible assets acquired, property, plant and equipment acquired and tax liabilities assumed.

The following table summarizes the provisional fair value of net assets acquired and liabilities assumed:
($ Amounts in thousands)
Fair Value
Assets acquired and liabilities assumed:
Cash and cash equivalents$1,499 
Accounts receivable41,720 
Inventories78,941 
Property, plant and equipment152,055 
Trade name and customer relationship intangibles11,000 
Lease right-of-use asset8,911 
Other assets2,164 
Total assets acquired296,290 
Accounts payable and other liabilities assumed21,843 
Employee related liabilities5,277 
Lease liabilities8,798 
Rebates and customer related liabilities7,404 
Deferred income tax liabilities15,711 
Other liabilities assumed7,601 
Total liabilities assumed66,634 
Net assets acquired229,656 
Net purchase price
(181,816)
Bargain purchase gain$47,840 
The fair value and expected useful life of identifiable intangible assets consists of the following:
($ Amounts in thousands)Fair ValueUseful Life in Years
Customer relationships$8,000 15
Trade names and other3,000 5
Total$11,000 
As a result of the transaction, the Company recognized a bargain purchase gain of $47.8 million, representing the excess of the fair value of the net assets acquired over the consideration transferred to the seller. The Company believes the bargain purchase gain resulted from an opportunistic transaction.
Unaudited Pro Forma Financial Information
Pro forma results of operations for the Metal Sales acquisition have not been presented, as the impact on the Company’s consolidated financial results was not material.
Acquisition of Cold Rolled Steel
In July 2025, the Company completed the acquisition of Cold Rolled Steel, LLC (“Cold Rolled Steel”), a metal building component manufacturer, for a preliminary purchase price of $6.4 million, including a base purchase price of $6.5 million, less certain working capital adjustments. Cold Rolled Steel is included in the Company’s Metal Solutions reportable segment.
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 $475.0 million, in addition to closing date cash and working capital adjustments. Mueller is a leading manufacturer of residential metal roofing and components and steel buildings in Texas and the Southwest United States (“U.S.”). Mueller has approximately 900 employees and a comprehensive regional footprint including 38 retail branches and five manufacturing sites in Amarillo, Ballinger and Huntsville, Texas; Oak Grove, Louisiana; and Phoenix, Arizona. This acquisition was funded by issuing long-term debt. The Company’s long-term debt is described in Note 7. Mueller is included in the Company’s Metal Solutions reportable segment.
The following table summarizes the fair value of net assets acquired:
($ Amounts in thousands)
Fair Value
Cash and cash equivalents$18,074 
Accounts receivable10,346 
Inventories126,516 
Property, plant and equipment207,912 
Lease right-of-use assets8,031 
Goodwill107,665 
Trade name and customer relationship intangibles108,000 
Equity investment11,000 
Other assets5,803 
Total assets acquired603,347 
Accounts payable and other liabilities assumed6,784 
Employee related liabilities6,234 
Lease liabilities
8,031 
Rebates and customer related liabilities16,698 
Deferred income tax liabilities69,709 
Total liabilities assumed107,456 
Net assets acquired$495,891 
During the three months ended September 27, 2025, the Company recognized an increase of $8.0 million related to lease right-of-use assets, an increase of $8.0 million related to lease liabilities, a decrease of $0.2 million in goodwill, a decrease of $2.0 million in accounts payable and other liabilities related to income taxes payable and an increase of $1.8 million in deferred income tax liabilities. The Company recorded these measurement period adjustments to finalize the purchase price allocation 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 period ended September 27, 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 $11.7 million as of September 27, 2025 and $11.1 million as of December 31, 2024. The investment in BDM is recognized in Other assets, net on our Condensed Consolidated Balance Sheets for both comparable periods.
The fair value and expected useful life of identifiable intangible assets consists of the following:
($ Amounts in thousands)
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 $107.7 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 deductible for tax purposes. A net deferred tax liability of $69.7 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 $460.7 million. Harvey is a manufacturer of high performing windows and doors, and its portfolio of industry leading brands include Harvey, Softlite and Thermo-Tech. Headquartered in Waltham, Massachusetts, Harvey has approximately 1,200 employees at four manufacturing facilities located throughout the Northeast and Midwest. Harvey specializes in premium, custom windows and doors primarily serving the Eastern U.S. This acquisition was funded by issuing long-term debt. The Company’s long-term debt is described in Note 7. Harvey is included in the Company’s Windows & Doors reportable segment. The purchase price allocation was finalized during the second quarter of 2025 and is no longer subject to change. Measurement period adjustments recorded in prior periods are reflected in the historical financial statements.
The following table summarizes the fair value of net assets acquired:
($ Amounts in thousands)
Fair Value
Cash and cash equivalents$10,423 
Accounts receivable27,223 
Inventories21,084 
Property, plant and equipment47,478 
Lease right-of-use assets123,801 
Goodwill174,002 
Trade name and customer relationship intangibles246,000 
Other assets7,375 
Total assets acquired657,386 
Accounts payable and other liabilities assumed35,943 
Employee related liabilities6,793 
Lease liabilities104,737 
Deferred income tax liabilities49,251 
Total liabilities assumed196,724 
Net assets acquired$460,662 
The fair value and expected useful life of identifiable intangible assets consists of the following:
($ Amounts in thousands)
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 $174.0 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 deductible for tax purposes. A net deferred tax liability of $49.3 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 Siding & Accessories 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; payments are based upon achieving certain adjusted EBITDA-based metrics, as defined in the purchase agreement. During the three and nine months ended September 27, 2025, the fair value of contingent consideration decreased $0.5 million and increased $0.2 million, respectively, including the impact of exchange rates. During the nine months ended September 27, 2025, the Company made a payment of $11.5 million to satisfy the first earn-out period. Total contingent consideration of $9.8 million as of September 27, 2025 and $21.1 million as of December 31, 2024 is recognized in Other current liabilities on our Condensed Consolidated Balance Sheets.