Installed Building Products (IBP) M&A announcement summary

Deal rationale and strategic fit

• ODG expands the existing commercial mechanical-insulation business into a national mechanical and industrial installation platform with specialized expertise and established customer relationships.

• Diversifies into healthcare, education, manufacturing, industrial facilities and data centers, with demand less tied to single-family residential cycles.

• Combined commercial and industrial installation revenue is $420 million; commercial revenue exposure rises from ~20% to ~28%.

• ODG adds regional density in the Southeast and Mid-Atlantic and more than 20 years of data-center customer experience.

Financial terms and conditions

• Transaction enterprise value is $698 million, net of $27 million in transaction bonuses and management incentive funding; merger-agreement purchase price was $725 million.

• Consideration is 60% cash and 40% common stock; the price represents 9.3x LTM adjusted EBITDA including expected synergies, with the cash portion at 5.8x.

• LTM September 2026 results: $370 million revenue, $67.9 million adjusted EBITDA and an 18.4% adjusted EBITDA margin.

• Performance-based awards for up to 50 key non-executives have $180 million aggregate target grant-date value and potential issuance of up to 2.5 million shares.

• Transaction-adjusted net leverage is 1.9x, with a target below 2.0x; post-close liquidity is expected to be ~$600 million. The deal is expected to immediately add to revenue growth, adjusted margins and adjusted EPS.

Synergies and expected cost savings

• Annualized cost synergies of $6 million-$8 million are expected within 24 months, primarily from direct-material procurement scale and shared administrative efficiencies.

• Revenue synergies may come from joint project bids, cross-selling complementary services and combined packages for overlapping opportunities.

• Management described the savings estimate as conservative, with potential for further synergies over time.