Ply Gem, Atrium to Combine Into One Company

January 31st, 2018 by Trey Barrineau

Ply Gem and Atrium Windows & Doors have been simultaneously acquired by private-equity firm Clayton, Dubilier & Rice (CD&R), which will combine them to create a huge exterior building products company with total revenue of more than $2.4 billion.

Under the agreement, CD&R will pay $21.64 per share to all holders of Ply Gem common stock and transition the company from publicly traded to privately held. That’s about 20 percent higher than Ply Gem’s closing stock price on January 30, 2018.

Ply Gem’s board of directors unanimously approved the agreement.

CD&R’s agreement to acquire Ply Gem is not subject to the acquisition of Atrium, the terms of which weren’t revealed because Atrium is a private company. But once the transactions are completed in the second quarter of 2018, CD&R will own about 70 percent of the new company. Atrium shareholders, which include funds managed by Golden Gate Capital, will control approximately 30 percent.

The new Ply Gem will continue to be headquartered in Cary, N.C. Gary E. Robinette, currently chair and CEO of Ply Gem, will continue in those roles. John Krenicki, a CD&R operating partner and former vice chair of General Electric, will become lead director of the board.

“The Ply Gem board’s unanimous approval of this transaction is based on the conviction that it delivers superior value to shareholders,” said Robinette in a statement. “The strategic and operational excellence of CD&R and Golden Gate will help strengthen the long-term growth of the company. 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. Together with the talented Atrium team, we look forward to providing exceptional value and service to all of our customers and rewarding career opportunities for our associates.”

Atrium generated approximately $350 million of revenue in 2017.

“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,” said Ron Cauchi, Atrium CEO, in a statement.

“This is a transformational milestone for two highly complementary businesses,” said Nate Sleeper, partner at CD&R. “Together, Ply Gem and Atrium have a well-positioned platform across North America, a deep set of capabilities to serve customers, and a strong foundation for long-term growth and value creation.”

“We are pleased to continue our partnership with Atrium and look forward to working closely with Ply Gem and CD&R,” said Rajeev Amara, managing director of Golden Gate Capital. “We believe strongly in the long-term growth prospects of joining these two great businesses.”

Ply Gem produces windows and patio doors, vinyl and aluminum siding and accessories, designer accents, cellular PVC trim and mouldings, vinyl fencing and railing, stone veneer, roofing and gutterware products used in both new construction and home repair and remodeling across the United States and Canada.

Atrium, which is headquartered in Welcome, N.C., about 100 miles west of Ply Gem’s base of operations, is a provider of windows and doors to the new-construction and repair-and-remodel markets. The company operates a nationwide network of manufacturing facilities and sells its products in all 50 states and Canada.

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