Herndon, VA– In a major shake-up in the building products world, QXO, Inc. (NYSE: QXO) and Beacon Roofing Supply, Inc. (Nasdaq: BECN) have just announced a definitive agreement- QXO is acquiring Beacon in an all-cash deal valued at $124.35 per share. That puts the total value of the deal at a whopping $11 billion, including Beacon’s debt.
For those unfamiliar, Beacon is one of the largest distributors of roofing, waterproofing, and exterior building products in North America. With nearly 600 branches spread across the U.S. and Canada, Beacon has long been a go-to supplier for contractors and builders alike.
What This Means
The boards of directors for both QXO and Beacon have unanimously approved the transaction. Now it’s up to Beacon shareholders. If a majority tender their shares and the usual regulatory steps are cleared, the deal is expected to close by the end of April 2025.
Brad Jacobs, QXO’s chairman and CEO, called the acquisition a “key milestone” for his company’s goal of becoming a leader in the massive $800 billion building products distribution industry. Jacobs mentioned that QXO plans to apply its “proven playbook” to help Beacon grow even faster, improve margins, and create more value.
On Beacon’s side, chairman Stuart Randle explained why they’re on board with the sale. Since QXO made its first offer back in November, Beacon’s board explored other options but ultimately decided that this deal was the best choice. Randle highlighted the immediate cash payout and certainty of value as big wins for Beacon shareholders, especially in today’s unpredictable market.
Julian Francis, Beacon’s president and CEO, reflected on the company’s recent progress. Since launching their Ambition 2025 strategy three years ago, Beacon has delivered strong financial and operational results. Francis credited the company’s employees for driving success and expressed optimism about Beacon’s future as they enter this new chapter under QXO.
The Details
Here’s a quick rundown of how the deal is shaping up:
- On January 27, 2025, QXO kicked off a tender offer to buy all of Beacon’s outstanding shares.
- They’ve extended the offer deadline to March 31, 2025, at 5:00 p.m. (New York City time).
- QXO is offering $124.35 per share in cash, matching the terms of the definitive merger agreement.
- Beacon’s board is officially recommending shareholders tender their shares.
On top of that, QXO has withdrawn its earlier slate of 10 independent director nominees for Beacon’s 2025 shareholder meeting. Beacon, in turn, has waived its shareholder rights plan, clearing the way for the acquisition.
Antitrust approvals have already been secured in both the U.S. and Canada. QXO has $5 billion in cash and has lined up financing to cover the purchase price, debt refinancing, and transaction costs. They’ve also arranged an $830 million private placement with institutional investors, contingent on the deal closing.
What’s Next?
If everything goes as planned, QXO will officially take over Beacon by the end of April. This acquisition could have a major impact on the roofing and building products distribution landscape, especially as QXO works to expand Beacon’s footprint and capabilities.
