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QXO Extends Offer to Acquire Beacon Once More Before Closing Deal

By Chris Gray
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Photo by Jakson Martins via Pexels.

April 21, 2025

QXO has extended its all-cash tender offer to acquire all outstanding shares of Beacon in what is expected to be the final extension before the deal tentatively closes at the end of the month.

The extension follows a previous extension that moved the deadline to April 21. The extension is a procedural part of the acquisition process. According to a press release, the offer to acquire shares at $124.35 per share will remain open until 5 p.m. EST on April 28. Beacon's board of directors unanimously recommends that all shareholders tender their shares into the offer.

The transaction is expected to close at or near the end of April, subject to a majority of Beacon shares tendering in the offer and other customary closing conditions. The acquisition has received antitrust clearance in the U.S. and Canada.

Computershare Trust Company, N.A., the depositary and paying agent for the tender offer, has reported that, as of 5 p.m. on April 19, approximately 23.8 million shares have been validly tendered and not withdrawn, representing approximately 38.32% of the issued and outstanding shares. This is up 1.8% from the same time last week.

William Blair, an independent investment bank and financial services company focusing on investment banking, issued a report on April 15 of Beacon's performance. According to the report, the company recovered in March after a slow start, saying March volumes were up double digits to offset a sluggish January and February. The report lays the blame partly on unfavorable weather.

"April is tracking up so far and residential pricing is up 3% with good realization on the recent OEM price increase," the report states. "Our contacts have not seen tariff fears impacting consumer spending, with 'business as usual' for now."

Zooming out, the bank conducted a proprietary survey of large roofing distributors for a 2025 outlook. Overall, distributors are saying the first quarter was below budget due to poor weather and the holidays. Residential volumes are reportedly down but prices aren't fluctuating, while commercial pricing is doing well despite weaker volumes.

"For 2025 our contacts remain constructive and still expect sales growth of 0%-2% with price offsetting flattish volumes," the report said.

In a separate news release from the extension, QXO announced its subsidiary, Queen MergerCo Inc., intends to offer $2 billion in senior secured notes due 2032, subject to market and other conditions. Queen MergerCo was formed in connection with QXO's acquisition of Beacon, and will merge with and into Beacon, with Beacon remaining "as a wholly owned subsidiary of QXO." 

KEYWORDS: Beacon Building Products mergers and acquisitions QXO roofing distribution roofing suppliers

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Chrisgray
Chris Gray is the editor of Roofing Contractor and Roofing Supply Pro. He has worked in the fields of journalism and copywriting for nearly 20 years, ranging from local print newspapers to the multi-media promotion of international artists.


Reach him at 248-244-6498 or grayc@bnpmedia.com.

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