BUILDING PRODUCTS M&A VOLUME SURGES - BUILDING PRODUCTS INDUSTRY UPDATE | JUNE 2021 - Capstone Partners
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TABLE OF CONTENTS Key Industry Takeaways 4 Industry Outlook 5 M&A Overview & Valuation Drivers 6 Notable Transactions 7 Select Transactions 8 Construction Input Pricing 9 Segment Highlight: Tools, Hardware & Fasteners 10 Segment Highlight: Hardscapes 11 Construction Backlog Improves in April 12 Construction Indices 13 Public Company Data 14 Firm Track Record 15 Report Contributors 16 Endnotes 17 Contact Our Building Products & Construction Services Experts Darin Good Managing Director 303-549-5674 dgood@capstonepartners.com Crista Gilmore Director 303-531-5013 cgilmore@capstonepartners.com Brian Krehbiel Director 970-215-9572 bkrehbiel@capstonepartners.com
Capstone Partners is one of the largest and most active independently-owned investment banking firms in the United States. Over the past 20 years, thousands of business owners, investors, and creditors have trusted us to help guide their strategic decisions and maximize financial outcomes at every stage of the corporate lifecycle. MIDDLE FULL SUPERIOR TOP ESTABLISHED MARKET SERVICE CLIENT RANKED BRAND FOCUS CAPABILITIES RESULTS PERFORMANCE REPUTATION A DIFFERENT KIND OF FIRM. BUILT FOR THE MIDDLE MARKET. Mergers & Capital Financial Special ESOP Acquisitions Advisory Advisory Situations Advisory & Restructuring • Sell-side Advisory • Transaction Advisory • Special Situations • Equity Advisory • Interim Management • Buy-side Advisory • Debt Advisory • Turnaround • Recapitalizations • Performance • Restructuring • Infrastructure Finance Improvement • Mergers & Joint • Bankruptcy Ventures • Valuation Advisory • Insolvency • Litigation Support Sign Up for Industry Insights. Delivering timely, sector-specific intelligence to your inbox One of our core capabilities is to deliver sector-specific intelligence designed specifically for industry leaders, private equity firms and their advisors. Our industry reports and featured articles deliver real-time access to key sector data including: • Emerging industry trends • Acquirer and investor appetites • Mergers & acquisitions market analysis • Notable transactions • Public company data Receive email updates with our proprietary data, reports, and insights as they're published for the industries that matter to you most. Subscribe capstonepartners.com
Building Products Industry Merger and Acquisition Volume Surges KEY INDUSTRY TAKEAWAYS Capstone Partners’ Building Products & Construction Services Group is pleased to share its Building Products report. Merger and acquisition (M&A) activity has returned at a rapid pace as buyers are operating on greater financial footing and business owners are capitalizing on favorable valuations and the current tax environment. Several key report takeaways are outlined below. 1. M&A volume has increased nearly 50% year-over-year (YOY) driven by consolidation among strategic buyers and private equity’s attraction to building products providers with strong growth profiles. 2. Construction input prices have continued to rise which has caused delays and disruptions to supply chains and project completions. 3. Industry optimism is buoyed by healthy backlog levels, evidenced by YOY gains in the Commercial & Institutional segment. 4. Leading public companies with favorable end market exposure have recorded strong revenue gains through year-to-date (YTD). 5. A shortage of labor, at all levels, is further restricting a high rate of growth and will result in a prolonged cycle of moderate growth and prosperity. Capstone Partners has developed a full suite of corporate finance solutions, including M&A advisory, debt advisory, financial advisory, and equity capital financing to help privately owned businesses and private equity firms through each stage of the company’s lifecycle, ranging from growth to an ultimate exit transaction. To learn more about Capstone’s wide range of advisory services and Building Products & Construction Services industry expertise, please contact Capstone Managing Director Darin Good. 4
Building Products | June 2021 INDUSTRY OUTLOOK Robust demand in the Building Products industry Select public building products providers have has been fueled by healthy backlogs of experienced significant growth through YTD, construction projects, elevated housing starts, and particularly those catering to Residential end a recovery of commercial & institutional markets. With consumers increasingly focused on construction. However, the pandemic has driven home renovation, remodeling building products input prices upwards and increased the scarcity of providers have experienced strong demand. select construction materials, causing delays and Notably, Masonite International (NYSE:DOOR), a disruptions to many project timelines. Through leading manufacturer of doors to the Construction April, construction input prices have increased industry, experienced a 17.3% increase in net sales 19.7% YOY led by outsized gains in softwood in the three months ending on April 4, 2021, driven lumber, crude petroleum, and natural gas, by gains in average unit price and growth in its according to the U.S. Bureau of Labor Statistics.1 In residential business, according to its most recent addition, approximately 37% of architecture firms earnings release.4 have reported that elevated costs of basic construction materials have been a serious Lumber products providers have experienced challenge to operations, according to The unprecedented revenue increases fueled by American Institute of Architects.2 favorable pricing and the strength of the Residential Construction and Remodeling markets. While pricing remains a key concern for Notably, Boise Cascade (NYSE:BCC), and contractors, industry optimism has been Louisiana-Pacific (NYSE:LPX) recorded revenue supported by healthy levels of nonresidential increases of 56% and 74%, respectively, according construction projects entering the planning stage. to their earnings releases.5,6 “While there continues Notably, the Dodge Momentum Index, which has to be a heightened level of economic uncertainty, shown to lead construction spending for low mortgage rates, continuation of work-from- nonresidential buildings by 12 months, recorded an home practices by many in the economy, the 8.6% increase in April, according to Dodge Data & demographics in the U.S., have created a favorable Analytics.3 The increase has largely been demand environment for new residential attributed to the growth of institutional building construction, particularly single-family housing construction, which had been severely hampered starts, which we expect to continue in 2021 and throughout the pandemic. The segment’s recovery into next year,” Nate Jorgenson, Boise Cascade has been evidenced by the 77% increase in CEO & Director commented in the company’s projects entering the planning stage over the last earnings call. 7 three months, according to Dodge. Producer Price Index: Inputs to Construction Industries One Month % Change 12 Month % Change 25% 20% March 2020: COVID-19 Percent Change declared a pandemic 15% 10% 5% 0% -5% -10% Apr-17 Apr-18 Apr-19 Apr-20 Apr-21 Source: U.S. Bureau of Labor Statistics 5
Building Products | June 2021 M&A OVERVIEW & VALUATION DRIVERS M&A volume has surged in the Building Products industry in 2021 YTD, with 143 transactions announced or completed, an increase of 49% YOY. Darin Good Impending capital gains tax increases imposed Managing Director under the Biden administration have encouraged many business owners to reevaluate their exit “M&A activity is at record levels as Baby timeline. Building products providers that had Boomers choose between liquidity and envisioned a liquidity event in the next two to ownership under an environment of higher three years, have increasingly pursued a sale regulation and income taxes.” process prior to year end to avoid a substantial tax liability. In addition, low interest rates, heightened buyer competition, and healthy construction backlogs bode well for elevated transaction valuations for industry participants with strong growth profiles. Transaction Volume M&A activity has proliferated through the year-to-date as tax Public companies have actively pursued implications, favorable valuations, and a low interest rate acquisition targets through YTD, accounting for environment have provided a healthy backdrop. 29% of total transactions. Notably, Patrick 400 Industries (Nasdaq:PATK) has continued to bolster 350 316 Number of Transactions its building products and distribution portfolio and recently acquired Alpha Systems (May, 300 243 233 undisclosed), a leading manufacturer and 250 214 distributor of component products and 200 accessories. Private strategics have also remained 143 150 active acquirers through YTD, accounting for 39% 96 of total volume, seeking product diversification, 100 cost synergies, and margin improvement. 50 0 Private equity buyers have continued to target the 2017 2018 2019 2020 YTD YTD sector, comprising approximately 32% of M&A 2020 2021 volume. Sponsor attraction to the industry has been supported by premium valuations upon exit of portfolio holding companies. Notably, from 2017 Private Strategic Buyers Remain Active to YTD 2021, the average transaction EBITDA Strategics have increasingly consolidated, with private multiple for a private-equity sold company stood buyers leading M&A activity, while private equity firms have sought add-ons to portfolio holdings at 13.8x, far outpacing the overall average of 11.1x over the same time period. Sponsors have demonstrated robust appetite for building product providers with diversified end markets, broad 19.6% geographies, and a strong management team that STRATEGIC 29.4% has a low degree of key person risk. Private equity Public firms have sought to drive value for platform Private 11.8% investments through add-on acquisitions, FINANCIAL evidenced by Angeles Equity Partners and Platform Clearlake Capital’s nine acquisitions through its Add-on 39.2% American Construction Source (ACS) platform. Notably, ACS was recently acquired by Bain Capital Private Equity-backed US LBM in May for an Year-to-date (YTD) ended May 25 undisclosed sum (see more details on next page). Source: Capital IQ, FactSet, PitchBook, and Capstone Research 6
Building Products | June 2021 NOTABLE TRANSACTIONS Bain Capital Private Equity-backed U.S. LBM has agreed to acquire leading national building materials distribution platform, American Construction Source (ACS) for an undisclosed sum. ACS provides lumber and building materials through its expansive portfolio of brands, operating in over 70 locations. It serves homebuilders, repair and remodel contractors, and do-it-yourself consumers. The transaction marks U.S. LBM’s fourth acquisition since being acquired by Bain Capital Private Equity and follows its purchase of Higginbotham Bros. & To Acquire Co. in May for an undisclosed sum. "With the addition of the ACS portfolio, U.S. LBM will strengthen our position in the Midwest and California, and expand our reach to Colorado and Washington, two quickly growing Construction markets. We look forward to working with the ACS team and their local operators to continue leveraging their strong relationships, experience and teams to grow in their respective markets,“ said U.S. LBM President & CEO L.T. Gibson in a press release.8 Leading building material and service provider Builders FirstSource (Nasdaq:BLDR) has agreed to acquire Cornerstone Building Alliance SW for an enterprise value of $400 million, equivalent to 1.2x revenue. Cornerstone is the largest independently operated supplier of building materials in Arizona with sales of approximately $330 million as of April 2021, according to a press release.9 The acquisition adds to Builder FirstSource’s purchase of John’s Lumber in May (undisclosed) as it continues to bolster its lumber and building materials offerings. To Acquire The addition of Cornerstone also expands Builders FirstSource’s geographic footprint and significantly enhances its product offerings. “This acquisition is aligned with our strategy of investing organically and through M&A, to shift our portfolio toward high-value and faster- growth categories. Alliance’s service area represents the third largest single-family market and includes the fastest growing county, Maricopa, in the country,” said Dave Flitman, President and CEO of Builders FirstSource in a press release. Gypsum Management & Supply (NYSE:GMS) has agreed to acquire Westside Building Material for an enterprise value of $135 million. Westside Building Material is a leading independent supplier of steel framing, wallboard, acoustical ceilings, insulation, and related building products. It services the Commercial and Residential markets, with its distribution network comprising 10 locations, with nine concentrated in California. Westside recorded approximately $200 million in net revenues for the 12-month period ending on December To Acquire 31, 2020, according to a press release.10 GMS provides wallboard, suspended ceiling systems, and complementary construction products, operating through a network of over 265 distribution centers across the U.S. and Canada. The addition of Westside bolsters its presence in the California metro and allows GMS to penetrate the Las Vegas market. “Westside’s differentiated platform provides a unique opportunity for GMS to expand our reach and capture significant growth opportunities in strategically important west coast markets,” commented John Turner, president and CEO of GMS in a press release. 7
Building Products | June 2021 SELECT TRANSACTIONS Enterprise EV / LTM Date Target Acquirer Target Business Description Value (mm) Revenue EBITDA Cornerstone Builders FirstSource 05/24/21 Supplies building materials in Arizona. $400.0 1.2x - Building Alliance (Nasdaq:BLDR) Floor and Decor Manufactures, designs, and provides commercial 05/13/21 Spartan Surfaces flooring solutions. $90.0 1.1x - Outlets Westside 05/11/21 GMS (NYSE:GMS) Provides building materials. $135.0 - - Building Manufactures custom doors, windows, molding, trims, 05/10/21 Palm City Millwork Glenn Rieder and shutters for the Residential market. - - - Rock & Block Distributes hardscapes, masonry, and 05/10/21 SiteOne (NYSE:SITE) - - - Hardware landscape supplies. John’s Lumber & Builders FirstSource Offers lumber, molding and trim, decking, 05/06/21 windows, doors and siding products. $24.9 0.5x - Hardware (Nasdaq:BLDR) Highway Simplex Manufactures and distributes materials for the 05/06/21 Concrete Construction industry. - - - Materials Supplies Alpha Patrick Industries Provides adhesives, sealants, cleaners, injection 05/03/21 molding, roofing, and flooring products. - - - Systems (Nasdaq:PATK) Distributes products and services for the Building and 05/03/21 Flagg Wilsonart - - - Remodeling industry. Foundation Provides drywall and accessories, steel framing, 05/03/21 ABC Builders Supply insulation, tools and fasteners. - - - Building Materials New Enterprise Manufactures and sells stone, sand asphalt, 04/30/21 Hempt Bros and concrete. - - - Stone & Lime 04/26/21 Columbia Millworks Sunpro Supplies door and millwork products. - - - West Shore 04/19/21 Hullco Manufactures vinyl windows and doors. - - - Home American 04/02/21 Foley Lumber Provides building materials for contractors. - - - Construction Manufactures building products including spiral stairs, 03/30/21 SSI Opportunities Marwin straight stairs, and barn doors. - - - 03/26/21 DriTac Flooring Sika (SWX:SIKA) Provides wood and resilient flooring adhesives. - - - J&S Designer 03/25/21 Stark Carpet Offers hardwood flooring and fabrics. - - - Flooring Nova Wildcat Ferguson Designs and manufactures decorative and functional 03/16/21 hardware for kitchens, baths, and bedrooms. - - - Amerock (LSE:FERG) Manufactures and supplies doors, frames, 03/08/21 James Doorcheck Cook & Boardman and hardware. - - - Rock Mountain Specialty Products 03/04/21 Distributes insulation and building materials. - - - Construction & Insulation Danbury Plumbing & 03/01/21 F.W. Webb Provides plumbing and heating products. - - - HVAC Supply Louis T. Ollesheimer 02/26/21 SRS Distribution Distributes roofing materials and equipment. - - - & Son Industrial business Pacific Avenue Comprises the building products manufacturing and 02/23/21 distribution business. $38.0 - - of Gilbraltar Capital Source: Capital IQ, PitchBook, FactSet, and Capstone Research 8
Building Products | June 2021 CONSTRUCTION INPUT PRICING – UPSTREAM SUPPLY Producer Price Index – Commodities Construction (Index Base Year 1982 = 100, Not Seasonally Adjusted) 1 Month % 12 Month % April 2021 April 2020 March 2021 Change Change Asphalt Felts and Coatings 262.6 246.4 259 1.4% 6.6% Concrete Products 287.3 279.9 283.3 1.4% 2.6% Copper Base Scrap 620.1 345.6 600.5 3.3% 79.4% Fabricated Structural Metal Products 268.7 238.5 261.3 2.8% 12.7% Glass 144.3 138.8 143.5 0.6% 4.0% Hardware 233.5 227.5 232.2 0.6% 2.6% Hardwood Lumber 268.3 203.9 259.2 3.5% 31.6% Iron and Steel 322.8 204.7 289.6 11.5% 57.7% Nonferrous Wire and Cable 300.9 238.5 287.1 4.8% 26.2% Plumbing Fixture Fittings and Trim 346.5 339.9 346.3 0.1% 1.9% Plywood 344.3 202 312.9 10.0% 70.4% Softwood Lumber 469.4 212.3 441 6.4% 121.1% Source: U.S. Bureau of Labor Statistics Copper Base Scrap Copper Base Scrap Producer Price Index Copper scrap prices have increased substantially, 700 rising over 79% year-over-year, according to the 600 Index 1982 = 100 U.S. Census Bureau.11 Pandemic-induced 500 production constraints have contributed to price 400 increases in addition to heightened consumer and manufacturing use. Notably, copper’s extensive 300 usage in electric vehicle batteries and 200 semiconductor wiring has contributed to depleting 100 inventories, lending to forecasts of further price 0 increases in the near term. Jan-20 Jun-20 Nov-20 Apr-21 Softwood Lumber Softwood Lumber Producer Price Index Softwood lumber prices have soared over the past 700 year, rising approximately 121% according to the 600 Index 1982 = 100 U.S. Census Bureau. At the onset of the pandemic, 500 initial price increases were induced by lockdown 400 and social distancing measures which constrained production. As the Housing market surged, lumber 300 mills struggled to meet demand, causing a 200 significant supply imbalance. This disparity has 100 resulted in an average price increase of nearly 0 $36,000 for new single-family homes, according to NAHB.12 Lumber price volatility has also been fueled Jan-20 Jun-20 Nov-20 Apr-21 by tariffs on Canadian lumber imports into the U.S. Source: U.S. Census Bureau and Capstone Research 9
Building Products | June 2021 SEGMENT HIGHLIGHT: TOOLS, HARDWARE & FASTENERS The Tools, Hardware & Fasteners segment has benefited from the rising value of construction and the surge in housing starts, which have increased Brian Krehbiel 67% YOY in April, according to the U.S. Census Director Bureau.13 In addition, DIY (do-it-yourself) construction projects have also bolstered demand, “New construction and existing or as many homeowners have undertaken renovation renovation markets have been strong projects which is forecast to continue in the near through COVID and are expected to continue into the future. The trends in term. Low levels of housing inventory and strong power tools are better efficiency, higher demand has driven an increase in repair and capacity batteries, and improved remodel construction as older homes, which often ergonomics and functionality.” require improvements, are being purchased. Leading public companies have captured heightened revenues through Q1, capitalizing on robust activity in Residential and Commercial markets. Fortune Brands Home & Security Industrial Fastener Market Poised to Grow (NYSE:FBHS), a leading home and security products provider, recorded a 26% increase in $200 sales YOY, with its Outdoors & Security sales segment rising 47%, according to its earnings release.14 In addition, global provider of fastening U.S. Dollars in Billions $150 solutions, Illinois Tool Works (NYSE:ITW) experienced a 10% increase in revenue, led by its $105.9 $110.2 $97.8 $101.8 Construction Products segment, according to its $100 $90.3 $94.0 earnings release.15 The segment also benefits from the diversity of $50 serviced end markets, with Construction, Framing, Plumbing, Automotive, and Aerospace extensively using tools and fastener products throughout the $0 production process. Notably, the highly 2020 2021 2022 2023 2024 2025 competitive Fastener market is projected to reach Source: Grand View Research $110.2 billion by 2025, growing at a compound annual rate of 4.1%, according to Grand View Research.16 Tools, hardware & fastener providers are expected to remain in high demand as construction backlogs remain healthy. Industry participants with a diverse client base, strong supplier relationships, and effective cost controls are forecast to attract elevated buyer interest. Notable industry transactions include: American Securities acquires ABC Builders Supply – American Securities, through its portfolio company Foundation Building Materials, has acquired ABC Builders Supply in May for an undisclosed sum. ABC is a premier distributor of tools, fasteners, drywall, steel framing, and accessories. The acquisition bolsters American Securities building products portfolio and expands Foundation Building Materials presence in the Residential and Commercial markets in Virginia. The transaction highlights private equity’s appetite for enhancing sector portfolio construction through a buy-and-build strategy. Würth Industry of North America acquires Atlantic Fasteners – Würth Industry North America has acquired Atlantic Fasteners, a leading manufacturer of structural bolts and distributor of standard and specialty fasteners. Terms of the transaction were undisclosed (February). Würth Industry North America is a division within the Würth Group, a global fastener distribution provider. The addition of Atlantic Fasteners improves Würth’s geographic footprint in the mid-Atlantic region, bolsters its distribution and manufacturing capabilities, and adds the capability to manufacture anchor bolts to further support its customer base. 10
Building Products | June 2021 SEGMENT HIGHLIGHT: HARDSCAPES Hardscape demand has remained robust through 2020 and into YTD 2021 as homeowners have increasingly pursued home remodeling and renovation projects amid the pandemic. Notably NAHB’s Remodeling Market Index (RMI) reached a historic high in Q1 2021, with strongest current market conditions experienced in small remodeling projects under $20,000, according to NAHB.17 As consumers place greater emphasis on home improvement and outdoor living space, hardscape demand is poised to continue in the near term. Consolidation in the Hardscape segment has experienced healthy volume through YTD, with strategic buyers seeking geographic expansion, additional product offerings, and margin improvement. Leading hardscape and landscape supplies provider SiteOne (NYSE:SITE) has been an active buyer, rapidly adding hardscape businesses to its platform to bolster its product portfolio. Select acquisitions by SiteOne are included in the table below. Select SiteOne (NYSE:SITE) Acquisitions Date Target Description 05/10/21 Rock & Block Hardscape Supply Supplies hardscapes, masonry, and landscape products. 04/01/21 Arizona Stone & Architectural/Solstice Stone Distributes hardscapes, natural stone, and landscape supplies. 01/06/21 Stone Center of Virginia Offers hardscapes, natural stone, and landscape supplies. 01/04/21 Dirt and Rock Supplies natural and cultured stone, dirt, rock, and landscape materials. Crista Gilmore Director “COVID accelerated trends within the Outdoor Living and Hardscapes industries which continue to have momentum as consumers look to expand the square footage of their homes by creating outdoor living spaces.” 11
Building Products | June 2021 CONSTRUCTION BACKLOG IMPROVES IN APRIL Construction Backlog CBI Map of Regions and Backlog Month The Associated Builders and Contractors (ABC) Northeast Construction Backlog Indicator (CBI) is a forward- April 2021: 7.9 months Midwest April 2020: 7.8 months looking national economic indicator that reflects April 2021: 6.9 months the amount of work that will be performed by April 2020: 7.0 months commercial and industrial contractors in the +0.1 MONTHS coming months. The CBI registered 7.9 months in April, a slight increase from March’s reading of 7.8 -0.1 months, according to ABC.18 MONTHS +0.8 MONTHS The Commercial & Institutional segment has demonstrated an expanding backlog of projects, with levels increasing to 8.0 months in April from -0.5 7.7 months in March. The western U.S. has achieved MONTHS the highest YOY increase with backlog levels rising 0.8 months. Construction input availability and West supply chain disruptions will continue to be key April 2021: 8.8 months focuses for industry participants in forecasting April 2020: 8.0 months South revenues and project pipelines for the remainder April 2021: 8.2 months April 2020: 8.7 months of the year. The chart below displays the national annual average, broken down by quarter. While project Source: Associated Builders & Contractors backlogs have demonstrated a strong recovery, overall quarterly levels remain lower YOY. CBI - National Backlog Average 2010 – Q1 2021 Q1 Q2 Q3 Q4 50 45 40 Number of Months 35 9.0 30 8.5 8.7 9.5 8.9 8.2 8.8 8.1 8.0 7.4 25 7.0 9.9 8.8 20 8.5 8.5 8.5 8.6 7.7 7.7 8.2 8.1 15 7.2 8.8 7.9 8.1 8.4 8.6 9.0 9.0 7.9 10 7.3 7.4 6.1 5 7.8 8.0 8.3 8.7 8.7 8.3 9.7 8.6 8.5 7.9 5.8 7.1 0 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Source: Associated Builders & Contractors 12
Building Products | June 2021 CONSTRUCTION INDICES Remodeling Market Index Remodeling Market Index (RMI) The Remodeling Market Index (RMI) is based on a quarterly survey of NAHB remodeler members that Current Market Conditions provides insight on current market conditions as Future Market Indicators well as future indicators for the remodeling market. 100 The RMI survey asks remodelers to rate five Quarterly, Seasonally Adjusted 90 aspects of the remodeling market as "good," "fair," or "poor." Each question is measured on a scale 80 from 0 to 100, where an index number of 50 70 indicates a higher share of remodelers view 60 conditions as good rather than poor. 50 The RMI posted a reading of 86 in Q1 2021, an 40 improvement from the previous quarter’s level of 30 79. Current conditions have garnered heightened optimism, with the index reaching a reading of 89. 20 Notably, the current market for small remodeling 10 projects has captured the strongest activity levels, 0 with an index level of 92. 2001 2006 2011 2016 2021 Source: NAHB Remodeling Market Index Architecture Billings Index Architecture Billings Index AIA’s monthly Architecture Billings Index (ABI) is a Billings Design Contracts leading economic indicator for nonresidential construction activity, with a lead time of approximately 9–12 months. The index is derived April April from AIA’s Work-on-the-Boards survey, which has gathered data on shifts in billings from 57.9 61.7 architectural firm leaders for over 20 years. Market conditions for architecture firms have improved significantly, with the index rising to 57.9 in April, marking the highest ABI score since before the Great Recession. Billings by Sector March March 55.6 55.7 Commercial/ Institutional: Residential: Industrial: 59.1 56.7 56.9 Source: The American Institute of Architects 13
Building Products | June 2021 PUBLIC COMPANY DATA Price % 52 Wk Market Enterprise LTM EV / LTM Company 05/27/21 High Cap Value Revenue EBITDA Margin Revenue EBITDA Plumbing / HVAC AAON, Inc. $65.96 81.2% $3,458.6 $3,361.6 $492.9 $115.0 23.3% NM NM A. O. Smith Corporation $71.10 97.3% $11,408.4 $10,897.4 $3,027.4 $596.6 19.7% 3.6x 18.3x Lennox International Inc. $346.77 97.3% $13,099.8 $14,426.1 $3,840.8 $741.5 19.3% 3.8x 19.5x Masco Corporation $60.47 88.2% $15,346.4 $17,885.4 $7,577.0 $1,599.8 21.1% 2.4x 11.2x Average: 91.0% $10,828.3 $11,642.6 $3,734.5 $763.2 20.9% 3.2x 16.3x Decking / Siding / Drywall Eagle Materials Inc. $148.13 96.6% $6,277.8 $7,063.7 $1,622.6 $534.5 32.9% 4.4x 13.2x James Hardie Industries plc $32.83 95.2% $14,586.1 $15,312.3 $2,908.7 $783.9 27.0% 5.3x 19.5x Trex Company, Inc. $97.10 87.4% $11,201.6 $11,364.0 $926.0 $277.5 30.0% 12.3x 41.0x Average: 93.1% $10,688.5 $11,246.6 $1,819.1 $532.0 $0.3 7.3x 24.6x Building Systems Apogee Enterprises, Inc. $38.08 89.2% $977.4 $1,156.8 $1,230.8 $144.8 11.8% 0.9x 8.0x Armstrong World Industries, Inc. $105.13 97.5% $5,034.4 $5,686.8 $940.1 $316.6 33.7% 4.9x 18.0x Cornerstone Building Brands, Inc. $16.95 95.7% $2,130.8 $5,376.6 $4,770.6 $804.7 16.9% 1.1x 6.7x Owens Corning $106.62 97.0% $11,137.7 $13,884.7 $7,369.0 $1,601.5 21.7% 1.9x 8.7x Average: 94.8% $4,820.1 $6,526.2 $3,577.6 $716.9 21.0% 2.2x 10.3x Window / Door Masonite International Corporation $119.41 90.3% $2,925.6 $3,570.3 $2,352.2 $404.1 17.2% 1.5x 8.8x Quanex Building Products $26.56 91.5% $887.7 $1,010.9 $885.1 $121.2 13.7% 1.1x 8.3x Average: 90.9% $1,906.7 $2,290.6 $1,618.7 $262.7 15.4% 1.3x 8.6x Lumber / Wood Products Boise Cascade Company $67.03 85.6% $2,636.3 $2,719.9 $6,125.6 $607.4 9.9% 0.4x 4.5x Louisiana-Pacific Corporation $68.05 89.1% $6,958.3 $6,698.3 $3,220.0 $1,167.3 36.3% 2.1x 5.7x UFP Industries, Inc. $79.92 88.8% $4,942.1 $5,459.6 $5,946.9 $538.9 9.1% 0.9x 10.1x Average 87.8% $4,845.6 $4,959.3 $5,097.5 $771.2 18.4% 1.1x 6.8x Building Product Distribution Beacon Roofing Supply, Inc. $56.41 92.6% $3,941.0 $6,189.1 $7,225.9 $702.1 9.7% 0.9x 8.8x Builders FirstSource, Inc. $45.15 83.6% $9,352.1 $11,456.1 $10,945.6 $1,086.5 9.9% 1.0x 10.5x GMS Inc. $45.86 97.3% $1,964.9 $2,958.0 $3,137.5 $328.8 10.5% 0.9x 9.0x Watsco, Inc. $288.82 93.8% $10,227.0 $10,698.8 $5,182.9 $556.1 10.7% 2.1x 19.2x Average 91.8% $6,371.3 $7,825.5 $6,623.0 $668.4 10.2% 1.2x 11.9x EV = enterprise value; LTM = last twelve months $ in millions, except per share data NM = Not Meaningful Source: Capital IQ as of May 27, 2021 One Year Total Returns as of May 27, 2021 Dow Jones Decking / Lumber / Building Plumbing Building Window S&P 500 Industrial Siding / Wood Product / HVAC Systems / Door Average Drywall Products Distribution 40.6% 37.7% 41.3% 47.9% 83.0% 72.2% 119.5% 95.3% Source: FactSet 14
Building Products | June 2021 FIRM TRACK RECORD Capstone Partners’ Building Products & Construction team has represented clients across various construction specialties. Our deep industry focus allows us to provide our clients with real-time transaction feedback and immediate access to key decision makers among the most active acquirers and investors in the construction industry. A sampling of closed transactions are shown below. HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY a portfolio company of MANAGEMENT BUYOUT HAS RECAPITALIZED HAS PARTNERED WITH SUPPORTED BY WITH a portfolio company of HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY HAS RECAPITALIZED WITH a portfolio company of HAS BEEN RECAPITALIZED BY HAS BEEN ACQUIRED BY HAS BEEN ACQUIRED BY a portfolio company of 15
Building Products | June 2021 BUILDING PRODUCTS REPORT CONTRIBUTORS Darin Good Managing Director dgood@capstonepartners.com | 303-549-5674 Darin is an advocate for his clients, guiding them through the complex process of raising debt, equity or selling their company. During the past 24 years, Darin has led business owners and their board of directors through this process over 70 times. Courts, trade groups and national publications recognize Darin’s expertise where he provides testimony as an expert witness and speaks about topics involving mergers and acquisitions. Prior to joining Capstone, Darin started, operated, made acquisitions and sold three successful companies in construction, import and distribution, and commercial real estate management. Three sell side transactions that Darin performed are published and taught in business schools around the globe. Darin teaches these cases at the University of Denver, where he received his Bachelor of Science in Finance. Crista Gilmore Director cgilmore@capstonepartners.com | 303-531-5013 Crista started her career at KPMG LLP then accepted a Senior Associate role with a $12 billion multi-strategy hedge fund managing the monthly PnL close process for several funds. She was promoted to Vice President, Valuations responsible for pricing the portfolio of over 8,000 securities monthly, as well as reporting to the Valuation Committee on a bi-monthly basis. At Capstone, Crista works with clients to improve their financial metrics and reporting capabilities. Additionally, she performs research, valuation analysis, prepares marketing documentation, manages client data rooms and responds to due diligence inquiries. Crista graduated summa cum laude from Drake University with a degree in Finance and Accounting. She also earned a Master’s of Accounting degree from Drake University and is a CFA Charterholder. Brian Krehbiel Director bkrehbiel@capstonepartners.com | 970-215-9572 Prior to joining Capstone Partners in 2011, Brian spent five years with a boutique investment bank performing sell-side transactions, financial modeling and value-add client services. At Capstone, Brian is a member of the Building Products & Construction Services team assisting clients with sell-side, buy-side and debt and equity raise transactions. Prior to his career in Investment Banking, Brian developed construction industry and operations experience owning and managing a successful family-owned residential construction company. His education and industry expertise are resources used in all aspects of the transaction process. Brian graduated from the University of Northern Colorado with a BS degree in Finance and he is a CFA Charterholder. Connor McLeod Research Associate cmcleod@capstonepartners.com | 617-619-3319 Connor is a Research Associate at Capstone Partners primarily specializing in Building Products & Construction Services, Consumer & Retail, and Healthcare. Prior to joining Capstone Partners, Connor was a specialist with the Investor Services team at BlackRock. Connor holds a BA in Economics from Bates College and is a Series 7 Registered Securities Representative. 16
Building Products | June 2021 ENDNOTES 1. U.S. Bureau of Labor Statistics, “Producer Price Indexes,” https://www.bls.gov/ppi/, accessed May 25, 2021. 2. The American Institute of Architects, “ABI April 2021: Architecture firm billings continue to rebound at a brisk pace,” https://www.aia.org/pages/6401805-abi-april-2021-architecture-firm-billings-, accessed May 26, 2021. 3. Dodge Data & Analytics, “Dodge Momentum Index Increases In April,” https://www.construction.com/news/Dodge-Momentum-Index-Increases-In- April-2021, accessed May 27, 2021. 4. Masonite International, “Masonite International Corporation Reports 2021 First Quarter Financial Results and Raises Annual Outlook,” https://investor.masonite.com/Investors/Overview/default.aspx, accessed May 27, 2021. 5. Boise Cascade, “Q1 2021 Earnings Release Slides,” https://www.bc.com/portal/investor-relations/presentations/, accessed May 25, 2021. 6. Louisiana-Pacific, “LP Building Solutions Reports First Quarter 2021 Results, Provides Second Quarter Outlook, and Announces an Additional $1 Billion Share Repurchase Authorization,” https://investor.lpcorp.com/news-releases/news-release-details/lp-building-solutions-reports-first-quarter- 2021-results, accessed May 26, 2021. 7. Seeking Alpha, “Boise Cascade Company (BCC) CEO Nate Jorgensen on Q1 2021 Results - Earnings Call Transcript,” https://seekingalpha.com/article/4425871-boise-cascade-company-bcc-ceo-nate-jorgensen-on-q1-2021-results-earnings-call-transcript, accessed May 27, 2021. 8. Cision, “US LBM To Acquire ACS American Construction Source,” https://www.prnewswire.com/news-releases/us-lbm-to-acquire-acs-american- construction-source-301298367.html, accessed May 26, 2021. 9. Modern Distribution Management, “Builders FirstSource to Buy Cornerstone Building Alliance for $400 million,” https://www.mdm.com/news/operations/mergers-acquisitions/builders-firstsource-buys-cornerstone-alliance/, accessed May 27, 2021. 10. Pro Sales, “GMS Acquires Westside Building Material,” https://www.prosalesmagazine.com/news/deals/gms-acquires-westside-building-material_o, accessed May 26, 2021. 11. U.S. Bureau of Labor Statistics, “Producer Price Index – Logging,” https://www.bls.gov/regions/mid- atlantic/data/producerpriceindexlogging_us_tables.htm, accessed May 25, 2021. 12. NAHB, “Skyrocketing Lumber Prices Add Nearly $36,000 to the Price of a New Home,” https://nahbnow.com/2021/04/skyrocketing-lumber-prices- add-nearly-36000-to-the-price-of-a-new-home/, accessed May 25, 2021. 13. U.S. Census Bureau, “MONTHLY NEW RESIDENTIAL CONSTRUCTION, APRIL 2021,” https://www.census.gov/construction/nrc/pdf/newresconst.pdf, accessed May 29, 2021. 14. Fortune Brands Home & Security, “FORTUNE BRANDS REPORTS EXCEPTIONAL SALES AND PROFIT GROWTH IN 1Q 2021; INCREASES 2021 ANNUAL OUTLOOK BASED ON CONTINUED EXPECTED OUTPERFORMANCE IN A STRONG HOUSING MARKET,” https://ir.fbhs.com/news-releases/news- release-details/fortune-brands-reports-exceptional-sales-and-profit-growth-1q, accessed May 27, 2021. 15. Illinois Tool Works, “ITW Reports Record First Quarter 2021 Results,” https://s25.q4cdn.com/220651370/files/doc_financials/2021/q1/ITW-Reports- First-Quarter-2021-Results.pdf, accessed June 1, 2021. 16. Grand View Research, “Industrial Fastener Market Worth $110.24 Billion By 2025 | CAGR: 4.1%,” https://www.grandviewresearch.com/press- release/global-industrial-fasteners-market, accessed May 25, 2021. 17. NAHB, “Remodeling Market Index (RMI),” https://www.nahb.org/news-and-economics/housing-economics/indices/remodeling-market-index, accessed May 25, 2021. 18. Associated Builders and Contractors, “ABC’s Construction Backlog Inches Up in April; Contractor Optimism Slips,” https://www.abc.org/News- Media/News-Releases/entryid/18751/abc-s-construction-backlog-inches-up-in-april-contractor-optimism-slips, accessed May 25, 2021. Common Goals. Uncommon Results. Disclosure This report is a periodic compilation of certain economic and corporate information, as well as completed and announced merger and acquisition activity. Information contained in this report should not be construed as a recommendation to sell or buy any security. Any reference to or omission of any reference to any company in this report should not be construed as a recommendation to buy, sell or take any other action with respect to any security of any such company. We are not soliciting any action with respect to any security or company based on this report. The report is published solely for the general information of clients and friends of Capstone Partners. It does not take into account the particular investment objectives, financial situation or needs of individual recipients. Certain transactions, including those involving early-stage companies, give rise to substantial risk and are not suitable for all investors. This report is based upon information that we consider reliable, but we do not represent that it is accurate or complete, and it should not be relied upon as such. Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially. We are under no obligation to update the information contained in this report. Opinions expressed are our present opinions only and are subject to change without notice. Additional information is available upon request. The companies mentioned in this report may be clients of Capstone Partners. The decisions to include any company in this report is unrelated in all respects to any service that Capstone Partners may provide to such company. This report may not be copied or reproduced in any form or redistributed without the prior written consent of Capstone Partners. The information contained herein should not be construed as legal advice. 17
Market Presence With a long-established U.S. footprint, together with an international partner platform, we provide clients with broad expertise and access to key market relationships on a global basis. Our presence is backed by ~200 professionals in the U.S. with 450+ professionals across 43 countries. 218 $12.5B 30% 6th M&A transactions aggregate of our deals globally ranked for completed in 2020 transaction value are cross- deals under $500m border $65.1M 51 65% average deals involving foreign completed with a transaction private equity firms European partner value United States International 170+ professionals 450+ professionals 12 offices 60+ offices in 43 countries Boston · Chicago · Dallas · Asia: China · India · Japan · Thailand Denver Detroit · Los Angeles · Africa: Congo · Egypt · Ghana · Ivory Coast · Mauritius · Morocco · Nigeria · Senegal · South Africa New York Orange County · Americas: Toronto · Vancouver · Argentina · Brazil · Chile · Colombia · Mexico · Panama & Central Philadelphia Richmond · San America · Peru Diego · Tampa Europe: Belgium · Bosnia & Herzegovina · Croatia · Czech Republic · Finland · France · Germany · Hungary · Ireland Italy · Netherlands · Poland · Portugal · Russia · Serbia · Slovakia · Slovenia · Spain · Sweden · United Kingdom capstonepartners.com
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