James Hardie Industries (ASX:JHX) signed a definitive agreement to acquire New York-listed Azek Co. for $8.75 billion, according to a Monday filing with the Australian bourse.
As part of the deal, Azek shareholders will receive $26.45 in cash and 1.034 James Hardie ordinary shares to be listed on the New York Stock Exchange for each share of Azek common stock they own, per the filing.
The transaction consideration represents a total per-share value of $56.88, a 26% premium to Azek's 30-day volume-weighted average price, the filing stated.
Once the deal is completed, James Hardie will own 74% of the combined company, with Azek shareholders owning the rest. James Hardie's ordinary shares will be listed on the NYSE and James Hardie is expected to be eligible for broader index inclusion in the US, the filing stated. James Hardie said it will keep its Chess Depositary Interest listing and index inclusion on the ASX.
The boards of directors of James Hardie and Azek have each unanimously approved the deal. A vote by James Hardie shareholders is not required for the company to issue shares in line with the transaction, per the filing.
Closing of the transaction is anticipated in the second half.
James Hardie Industries' shares fell almost 11% in recent Monday trade, earlier hitting their lowest since November 2023.
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