Owens Corning Completes Acquisition of Masonite, Strengthening Leadership in Building and Construction Materials
-
Expands
Owens Corning ’s leadership position in branded residential products with a complementary line of innovative interior and exterior doors and door systems - Creates a scalable new growth platform leveraging combined commercial, operational, and innovation capabilities
- Enhances Owens Corning’s attractive financial profile
- Generates strong free cash flow to support consistent capital allocation strategy
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Names
Chris Ball President of Doors business
“The addition of Masonite to
Founded in 1925, Masonite is a leading global provider of interior and exterior doors and door systems serving both repair and remodel and new construction demand. Masonite operates 64 manufacturing and distribution facilities, primarily in
With the completion of the acquisition, Owens Corning’s annual revenue grows to
Masonite shareholders voted to approve the transaction at the Special Meeting of Shareholders held on
Doors Business President Named
“We are pleased to welcome Chris to the
Ball joined Masonite as President of its Global Residential business in
He holds a bachelor’s degree from Indiana University’s
About
Use of Non-GAAP Measures
Forward-Looking Statements
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are subject to risks, uncertainties and other factors and actual results may differ materially from any results projected in the statements. These risks, uncertainties and other factors include, without limitation: levels of residential and commercial or industrial construction activity; demand for our products; industry and economic conditions including, but not limited to, supply chain disruptions, recessionary conditions, inflationary pressures, interest rate and financial markets volatility, and the viability of banks and other financial institutions; availability and cost of energy and raw materials; levels of global industrial production; competitive and pricing factors; relationships with key customers and customer concentration in certain areas; issues related to acquisitions, divestitures and joint ventures or expansions; climate change, weather conditions and storm activity; legislation and related regulations or interpretations, in
1Based on 2023 actual results plus $125mm run-rate synergies and excludes costs to achieve synergies.
Table 1
The reconciliation from Net earnings attributable to
|
Year Ended |
||
|
|
||
NET EARNINGS ATTRIBUTABLE TO OWENS CORNING |
$ |
1,196 |
|
Net loss attributable to non-redeemable and redeemable non-controlling interests |
|
(3 |
) |
NET EARNINGS |
|
1,193 |
|
Equity in net earnings of affiliates |
|
3 |
|
Income tax expense |
|
401 |
|
EARNINGS BEFORE TAXES |
|
1,591 |
|
Interest expense, net |
|
76 |
|
EARNINGS BEFORE INTEREST AND TAXES |
|
1,667 |
|
Depreciation and amortization |
|
609 |
|
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION (EBITDA) |
|
2,276 |
|
Less: Adjusting items (below) |
|
(138 |
) |
Accelerated depreciation and amortization included in restructuring |
|
(101 |
) |
ADJUSTED EBITDA |
$ |
2,313 |
|
|
|
||
ADJUSTING ITEMS TO EBITDA |
|
||
Restructuring costs |
$ |
(169 |
) |
Pension settlement losses |
|
(145 |
) |
|
|
(15 |
) |
Gains on asset sales |
|
191 |
|
TOTAL ADJUSTING ITEMS (a) |
$ |
(138 |
) |
(a) Please refer to the 2023 10-K filing in the "Adjusted Earnings Before Interest and Taxes ("Adjusted EBIT") paragraph of Management's Discussion and Analysis for additional information on these adjusting items. |
|||
Source: Owens Corning SEC Filings; Annual Report on Form 10-K for the year ended |
Table 2
The reconciliation from Net income attributable to Masonite International Corporation ("Masonite") to adjusted EBITDA (in thousands):
|
Year Ended |
||
|
|
||
Net income attributable to Masonite |
$ |
118,227 |
|
Plus: |
|
||
Depreciation |
|
91,145 |
|
Amortization |
|
32,976 |
|
Share based compensation expense |
|
23,638 |
|
Loss on disposal of property, plant and equipment |
|
4,434 |
|
Restructuring costs |
|
10,130 |
|
Asset impairment |
|
33,063 |
|
Interest expense, net |
|
50,822 |
|
Other income, net |
|
(2,087 |
) |
Income tax expense |
|
40,941 |
|
Other items (a) |
|
12,311 |
|
Net income attributable to non-controlling interest |
|
3,042 |
|
Adjusted EBITDA |
$ |
418,642 |
|
(a) In 2023, other items include |
|||
Source: Masonite SEC Filings; Annual Report on Form 10-K for the year ended |
Table 3
The following table combines
|
Year Ended
|
|
|
|
|
||
|
|
+ |
Masonite |
+ |
Synergies (a) |
= |
Combined |
|
|
|
|
|
— |
|
|
Adjusted EBITDA |
|
|
|
|
|
|
|
(a) |
|||||||
Please see Table 1 for the reconciliation from Net earnings attributable to |
|||||||
Source: Owens Corning SEC Filings; Annual Report on Form 10-K for the years ended |
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Media Relations
megan.james@owenscorning.com
419.348.0768
Investor Relations
amber.wohlfarth@owenscorning.com
419.248.5639
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