Owens Corning Completes $3.9B Masonite Acquisition

Ticker: OC · Form: 8-K · Filed: 2024-05-15T00:00:00.000Z

Sentiment: bullish

Topics: acquisition, merger, building-materials, debt

Related Tickers: DOOR

TL;DR

OC just bought Masonite for $3.9B cash, closing today. Big move for building materials.

AI Summary

On May 15, 2024, Owens Corning announced the completion of its acquisition of all outstanding shares of common stock of Masonite International Corporation for $112.00 per share in cash. This transaction, valued at approximately $3.9 billion, including the assumption of debt, was previously announced on February 21, 2024. The acquisition is expected to enhance Owens Corning's building materials portfolio.

Why It Matters

This acquisition significantly expands Owens Corning's presence in the building materials market, potentially leading to increased market share and product diversification.

Risk Assessment

Risk Level: medium — The integration of Masonite presents execution risks, and the substantial debt assumed could impact financial leverage.

Key Numbers

$3.9B — Transaction Value (Includes debt assumption, representing the total cost of acquiring Masonite.)
$112.00 — Per Share Price (The cash amount paid for each share of Masonite common stock.)

Key Players & Entities

Owens Corning (company) — Acquiring company
Masonite International Corporation (company) — Acquired company
$112.00 (dollar_amount) — Per share acquisition price
$3.9 billion (dollar_amount) — Total transaction value including debt
February 21, 2024 (date) — Date of initial announcement
May 15, 2024 (date) — Date of completion

FAQ

What was the total value of the Owens Corning acquisition of Masonite?

The total transaction value was approximately $3.9 billion, including the assumption of debt.

What was the per-share price for Masonite's common stock?

Owens Corning acquired all outstanding shares of common stock of Masonite for $112.00 per share in cash.

When was the acquisition of Masonite completed?

The acquisition was completed on May 15, 2024.

When was the acquisition of Masonite initially announced?

The acquisition was initially announced on February 21, 2024.

What is the primary business of Masonite International Corporation?

Masonite International Corporation is involved in the manufacturing and sale of doors.

From the Filing

0001193125-24-139454.txt : 20240515 0001193125-24-139454.hdr.sgml : 20240515 20240515164806 ACCESSION NUMBER: 0001193125-24-139454 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 17 CONFORMED PERIOD OF REPORT: 20240515 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240515 DATE AS OF CHANGE: 20240515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Owens Corning CENTRAL INDEX KEY: 0001370946 STANDARD INDUSTRIAL CLASSIFICATION: ABRASIVE ASBESTOS & MISC NONMETALLIC MINERAL PRODUCTS [3290] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33100 FILM NUMBER: 24952105 BUSINESS ADDRESS: STREET 1: ONE OWENS CORNING PARKWAY CITY: TOLEDO STATE: OH ZIP: 43659 BUSINESS PHONE: 419-248-8000 MAIL ADDRESS: STREET 1: ONE OWENS CORNING PARKWAY CITY: TOLEDO STATE: OH ZIP: 43659 FORMER COMPANY: FORMER CONFORMED NAME: Owens Corning (Reorganized) Inc. DATE OF NAME CHANGE: 20060731 8-K 1 d825832d8k.htm 8-K 8-K false 0001370946 0001370946 2024-05-15 2024-05-15     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C., 20549     Form 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2024     Owens Corning (Exact name of registrant as specified in its charter)       DE   1-33100   43-2109021 (State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)   One Owens Corning Parkway Toledo , Ohio   43659 (Address of principal executive offices)   (Zip Code) 419 - 248-8000 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol   Name of each exchange on which registered Common Stock, par value $0.01 per share   OC   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   ☐ Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 2.01 Completion of Acquisition or Disposition of Assets. On May 15, 2024, Owens Corning, a Delaware corporation (“Owens Corning”), consummated the previously announced transaction with Masonite International Corporation, a British Columbia corporation (“Masonite”), pursuant to the Arrangement Agreement (the “Agreement”), dated February 8, 2024, among Owens Corning,