QXO said holders of TopBuild’s two outstanding note issues tendered nearly all of the debt in the company’s early cash offer tied to QXO’s pending acquisition of TopBuild.
For TopBuild’s 4.125% senior notes due 2032, investors tendered $497.723 million of the $500.0 million outstanding, or 99.54%. For the 5.625% senior notes due 2034, $747.893 million of the $750.0 million outstanding was tendered, or 99.72%.
QXO said the early tender package for each series is $1,011.25 per $1,000 principal amount accepted, made up of a $961.25 tender offer consideration plus a $50 early tender payment. Notes tendered after the early deadline and through the June 29 expiration date would receive $961.25 per $1,000 principal amount, excluding accrued and unpaid interest.
The company said it received consents from a majority of the outstanding principal amount of each note series, excluding notes held by TopBuild, its guarantors, or affiliates. That allowed TopBuild to execute supplemental indentures that removed the change-of-control offer requirement, eliminated substantially all restrictive covenants, loosened certain defeasance conditions, and reduced events of default to failures to pay principal and interest.
The tender offers remain open until June 29, with settlement expected on the second business day after expiration, though QXO said it anticipates extending the deadline so settlement lines up with completion of the TopBuild acquisition. Today the company's shares have moved 0.42% to a price of $16.6499. Check out the company's full 8-K submission here.
