Ply Gem Holdings and Atrium Windows & Doors merger would capture significant share of U.S. window market

MergerOn Jan. 31, 2018, building products manufacturer Ply Gem Holdings Inc. (Cary, NC) announced a definitive agreement under which Clayton, Dubilier & Rice (CD&R; New York, NY) will acquire all of the outstanding shares of Ply Gem common stock in a go-private transaction. CD&R has also entered into a definitive agreement to acquire Atrium Windows & Doors (Dallas, TX) and combine the two firms to create an exterior building products company with total revenue of more than $2.4 billion in 2017. The transactions are expected to close simultaneously in the second quarter of 2018 and are subject to the receipt of customary closing conditions, including regulatory approvals.

Closing of the acquisition of Ply Gem is not subject to the closing of the acquisition of Atrium. However, assuming both transactions close simultaneously, CD&R funds will own approximately 70% of the new privately-held company. Atrium shareholders, which include funds managed by Golden Gate Capital, will hold approximately 30%, according to Ply Gem’s release.

Ply Gem manufactures a variety of polymer building products including interior trim and molding extruded in cellular PVC, vinyl and aluminum siding, polymer slate roof tiles and “cedar” shingles, and vinyl fencing and railing, gutters and shutters, as well as vinyl and aluminum windows and patio doors. Atrium manufactures vinyl and aluminum windows and doors.

The Freedonia Group, a division of MarketResearch.com, weighed in on this acquisition and merger of Ply Gem and Atrium. “Ply Gem and Atrium are complementary businesses with broad window and door product offerings,” said Freedonia Group analyst Carolyn Zulandt. “The two companies attempted to merge over 20 years ago, but Ply Gem eventually terminated the agreement and accepted an offer from building products firm Nortek.

“This new combined company will benefit from improved production and distribution efficiencies, as well as advantages like shared technological expertise in a very competitive industry. Together, Ply Gem and Atrium should capture a share of the U.S. window market that comes closer to that of industry giant Andersen than any other supplier,” Zulandt added.

Ply Gem will continue to be headquartered in Cary, NC, and Gary E. Robinette, currently Chairman and CEO of Ply Gem, will continue as Chairman and CEO. John Krenicki, a CD&R Operating Partner and former Vice Chairman of General Electric Co., will become Lead Director of the board.

“The strategic and operational excellence of CD&R and Golden Gate will help strengthen the long-term growth of the company,” said Robinette. “This support, along with the expanded business and product portfolio of the new combined company, will establish a stronger window platform with manufacturing scale and channel distribution advantages for customers.“

Ron Cauchi, Atrium CEO, commented, “We are excited to combine with Ply Gem and look forward to the synergies that will be achieved through an enhanced product breadth and stronger North American platform, which will allow us to drive topline growth and customer value.”

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