QXO Commences Tender Offers for TopBuild's $1.25B Senior Notes
QXO, Inc., through its wholly-owned subsidiary Titanium MergerCo, Inc., has commenced cash tender offers for any and all of TopBuild Corp.'s outstanding $500.0 million 4.125% Senior Notes due 2032 and $750.0 million 5.625% Senior Notes due 2034. Concurrently, QXO is soliciting consents from noteholders to amend certain provisions of the indentures governing these notes. The proposed amendments aim to eliminate the requirement for a "Change of Control Offer," remove substantially all restrictive covenants, eliminate certain defeasance conditions, and remove most events of default. The completion of these tender offers and consent solicitations is contingent upon the substantially concurrent consummation of QXO's acquisition of TopBuild.
Key Highlights
- QXO's subsidiary commenced tender offers for TopBuild's $500 million 4.125% Senior Notes due 2032.
- Tender offers also include TopBuild's $750 million 5.625% Senior Notes due 2034.
- QXO is soliciting consents to amend indentures to eliminate change of control offers and restrictive covenants.
- Proposed amendments also remove certain defeasance conditions and most events of default.
- Total Tender Offer Consideration is $1,011.25 per $1,000 principal amount, including a $50 Early Tender Payment.
- Tender Offers and Consent Solicitations expire on June 29, 2026, at 5:00 p.m. New York City time.
- Consummation is conditioned upon the substantially concurrent acquisition of TopBuild by QXO.
Price Impact
More from QXO