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MITER Brands, a nationwide manufacturer of precision-built windows and doors, and PGT Innovations Inc., a manufacturer of premium windows and doors, have entered into a definitive merger agreement for MITER to acquire all outstanding shares of PGTI at a price of $42.00 per share in cash, or an enterprise value of approximately $3.1 billion.
The purchase price represents a premium of 60% over PGTI’s unaffected closing share price on October 9, 2023, the last trading day prior to the public disclosure of a proposal for the acquisition of PGTI. The merger agreement has been unanimously approved by the boards of directors of both companies. The transaction will be financed in part by an equity investment from KochEquity Development LLC, the principal investment and acquisition arm of Koch Industries, Inc., and a current investor in MITER.
PGTI also announced that it has terminated its merger agreement with Masonite International Corp., which was announced a month prior.
Masonite confirmed the termination of its previously announced definitive merger agreement, following the Masonite Board of Directors’ decision not to submit a revised offer to acquire PGT Innovations, after being notified that the PGTI Board had determined that a revised proposal from MITER Brands submitted on January 12, 2024, was a “superior proposal.” In accordance with the terms of the merger agreement, Masonite received a termination fee of $84 million.
“The decision to waive our right to increase our offer reflects our commitment to financial discipline and rigor in our strategic investments,” said Howard Heckes, President and Chief Executive Officer of Masonite.