Westlake Significantly Expands its Presence in the Growing North American Home Construction Materials Markets by Acquiring Bo...
June 20 2021 - 7:13PM
Business Wire
- Westlake Chemical Corporation will acquire Boral Ltd.’s North
American building products businesses for $2.15 billion
- Acquisition will nearly double Westlake’s building products
business by adding leading brands in the premium roofing; siding,
trim and shutters; decorative stone; and windows business in North
America
- Additional product lines will broaden Westlake’s footprint into
the fast-growing housing markets in North America
Westlake Chemical Corporation (NYSE: WLK) today announced that
it has entered into a definitive agreement with Boral Industries
Inc., a wholly owned subsidiary of Boral Limited (ASX: BLD), under
which Westlake will acquire Boral’s North American building
products businesses in roofing; siding, trim and shutters;
decorative stone; and windows for $2.15 billion in an all-cash
transaction. The proposed transaction has been unanimously approved
by the boards of directors of both companies and is expected to
close in the second half of 2021, subject to the receipt of
regulatory clearance as well as other customary closing
conditions.
The combination of Westlake’s leading building products with
Boral’s product lines creates a stronger business with
significantly increased scale, greater product and geographical
diversity, and enhanced growth prospects throughout the North
American building products market. Westlake expects the proposed
transaction to be accretive to its earnings in the first full year
of combined operations and expects cost synergies of approximately
$35 million per year.
Boral’s North American building products businesses employ
approximately 4,600 employees at 29 manufacturing sites in the
United States and Mexico. Boral’s North American building products
businesses generated revenues in excess of $1 billion during the
fiscal year ended June 30, 2020.
“This transaction will bring well-established and high-quality
architectural solutions and premium product brands in roofing;
siding, trim and shutters; decorative stone; and windows to
complement our existing businesses, including Royal Building
Products’ siding, trim and molding, DaVinci composite roofing,
NAPCO Pipe and Fittings, and specialty PVC compounding business,”
said Westlake President and Chief Executive Officer, Albert Chao.
“The combination of Boral North America’s product lines with
Westlake’s building products businesses will greatly expand our
housing-related building products business and extend our presence
in North America. We look forward to welcoming the Boral employees
to the Westlake family and realizing the tremendous opportunities
to grow the combined businesses.”
Transaction Details
Westlake will purchase Boral’s building products businesses for
$2.15 billion in cash. The purchase price is subject to customary
adjustments, including working capital adjustments.
The proposed transaction is subject to customary closing
conditions, including the expiration or termination of the
applicable waiting period under the U.S. Hart-Scott-Rodino
Antitrust Improvements Act of 1976.
Deutsche Bank Securities Inc. is acting as financial advisor and
Baker Botts L.L.P. is acting as legal counsel to Westlake. BofA
Securities is acting as financial advisor and Alston & Bird LLP
is acting as legal counsel to Boral.
Conference Call and Webcast
Westlake will hold a conference call to discuss the proposed
transaction at 10:00 a.m. Eastern Time on Monday, June 21, 2021. To
access the conference call through a live audio webcast, visit
Westlake's Investor Relations page at
https://investors.westlake.com/events-and-presentations/default.aspx.
The conference call also can be accessed by dialing (855) 760-8160
or (704) 288-0624 for international callers and referencing access
code 2963369. Participants should dial in approximately 15 minutes
before the call. Individuals who dial in will be asked to identify
themselves and their affiliations.
A replay of the call may be accessed through Westlake's Investor
Relations page, or by dialing (855) 859-2056 or (404) 537-3406 for
international callers. The access code is 2963369. Archived replays
of the live webcast will be available on Westlake's Investor
Relations page beginning approximately two hours after the call and
will be available until Monday, June 28, 2021 at 11:59 p.m. Eastern
Time.
About Westlake
Westlake is a global manufacturer and supplier of materials and
innovative products that enhance life every day. Headquartered in
Houston, we provide the building blocks for vital solutions — from
building products and infrastructure materials, to packaging and
healthcare products, to automotive and consumer goods. For more
information, visit the company's web site at www.westlake.com.
About Boral Limited
Boral is an international building products and construction
materials group. In Australia, Boral is the largest integrated
construction materials supplier, producing and selling a broad
range of construction materials, including quarry products, cement,
fly ash, concrete, asphalt and recycled materials, as well as
timber, roofing and masonry products. In North America Boral has
leading fly ash and building products businesses including roofing,
manufactured stone products, lightweight trim and siding, and
windows. Employing around 17,500 employees and contractors, Boral's
operations span some 650 operating and distribution sites in
Australia and North America.
Forward-Looking Statements
The statements in this release that are not historical
statements, including statements regarding the integration of
Boral’s building products businesses, the expected benefits of the
proposed transaction, including expected synergies and accretion,
the expected timing of closing and whether required regulatory
approval will be obtained, are forward-looking statements within
the meaning of the federal securities laws. These forward-looking
statements are subject to significant risks and uncertainties, many
of which are beyond Westlake’s control. Actual results could differ
materially, based on factors including, but not limited to: the
timing to consummate the proposed transaction; the conditions to
closing of the proposed transaction may not be satisfied or the
closing of the proposed transaction otherwise does not occur; the
risk that HSR approval is not obtained or is obtained subject to
conditions that are not anticipated; the diversion of management
time on transaction-related issues; the ultimate timing, outcome
and results of integrating Boral’s operations and the ultimate
outcome of Westlake’s operating efficiencies applied to Boral’s
products and services; the effects of the proposed transaction,
including the combined company’s future financial condition,
results of operations, strategy and plans; expected synergies and
other benefits from the proposed transaction and the ability of
Westlake to realize such synergies and other benefits; results of
litigation, settlements, and investigations; and other risks and
uncertainties described in Westlake’s Annual Report on Form 10-K
for the fiscal year ended December 31, 2020, which was filed with
the Securities and Exchange Commission (“SEC”) in February 2021,
Quarterly Report on Form 10-Q for the quarter ended March 31, 2021,
which was filed with the SEC in May 2021, recent Current Reports on
Form 8-K filed by Westlake, and other SEC filings. These filings
also discuss some of the important risk factors identified that may
affect Westlake’s business, results of operations and financial
condition. Westlake undertakes no obligation to revise or update
publicly any forward-looking statements for any reason.
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version on businesswire.com: https://www.businesswire.com/news/home/20210620005247/en/
Media Relations – L. Benjamin Ederington – 1-713-585-2900
Investor Relations – Steve Bender – 1-713-585-2900
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