TM Capital Building Products Report Industry Spotlight
Transcription
TM Capital Building Products Report Industry Spotlight
TM Capital Building Products Report Industry Spotlight w w w. t m c a p ital.c o m Building Products Industry Spotlight Introduction As building codes tighten, environmental impact awareness heightens and consumer demand for expanded options intensifies, the building products landscape is becoming more sophisticated and diversified. With U.S. residential housing starts reaching 926,700 units in 2013 (the highest level since 2007) and expected to surpass 1.0 million units in 2014, the Building Products industry has an established foundation on which to build over the coming years. In today’s Building Products industry, new developments in product technologies are applied broadly across both markets. Recoveries in both the commercial and residential construction markets will drive growth and investment activity throughout the sector. TM Capital anticipates continued growth in the Building Products industry in the coming years as it recovers from the significant, sustained headwinds of the economic recession that wreaked havoc on consumer confidence, depressed real estate values and halted investments. In this report, we will explore the economic factors in residential and commercial construction that underpin a broad and sustained recovery in new construction. We will also examine compelling data in residential fixed investment and the remodeling market that support demand from a large existing base of residential and commercial projects. With a solid foundation of demand from both new construction and existing building stock, we will turn our attention to the exciting trends we see for value creation through market consolidation and investment by both financial sponsors and well-known industry players. Historically, the Building Products industry has been viewed through a narrow lens trained on the trends impacting either the residential or commercial building markets. In this initiating report on the Building Products industry, TM Capital is taking a different approach. We are looking at the industry landscape through a wider lens focused on several major product categories including: Windows & Doors, Cabinetry, Plumbing, Hardware, HVAC, Lighting, Countertops, Flooring & Carpets, Molding & Trim, Roofing, Siding, Insulation, Architectural Paint, Building Boards, Flat Glass and Building Products Distributors. Separating the industry into these component categories allows us to look at the individual companies and products that address both sides of the market, residential and commercial. Some of the macroeconomic trends and market dynamics Roofing, Siding & Insulation Materials HVAC & Lighting Windows & Doors Surfaces Plumbing Hardware Distributors Source: TM Capital www.tmcapital.com -1- Building Products Industry Spotlight Market Demand Drivers within the Building Products industry and its subsectors we will explore include: half of the year as spending on big-ticket home remodeling projects increase (see Figure 5). Increased Residential Construction – In 2013, private residential construction spending continued its upward trend, growing by 18.0% from $280.3 billion in 2012 to $330.7 billion which represents a 38.5% increase over the 2010 trough level of $238.8 billion (11.5% CAGR) (see Figure 1). As Figure 2 shows, U.S. housing starts reached 926,700 units, the highest level since 2007, providing further evidence of a strong pickup in residential construction. Although levels are still well below the long-term annual average of 1.5 million annual starts, economists are predicting a better year in 2014 with continued, steady growth in 2015 and beyond. Focused Consolidation through Strategic M&A – The Building Products industry is highly fragmented and well positioned for continued consolidation through mergers and acquisitions. Global players in the industry are buying brands, expanding their portfolio of products and entering new markets; trends that are expected to continue. Since 2011, there have been over 750 strategic acquisitions globally in the building products space. Robust Financial Sponsor-Driven M&A Activity – Many financial sponsors with portfolio companies in the Building Products space deferred going to market during 2013 in order to realize earnings growth; a wave of private capital is now looking to capitalize on the cyclical rebound in construction throughout the residential and construction sectors. Since 2011, there have been over 250 financial sponsor investments in or exits of U.S. and Canada based building products companies. Strengthening Private Residential Fixed Investment – Private residential fixed investment, a measurement of spending by private businesses, nonprofit institutions, and households on fixed assets in the U.S. economy, has ticked up modestly as a percentage of GDP from a 65 year low in 2011. This has been driven by residential construction and home improvement spending throughout 2013 (see Figure 3). Looking forward, there is significant room for growth in investment and all indications point to a continually improving trend. Market Demand Drivers Residential Construction – In 2013, total U.S. private residential construction spending grew 18.0% versus 2012 and 38.5% (11.5% CAGR) versus the trough in 2010. New single family, multi-family and improvement spending increased 27.9%, 43.9% and 3.1%, respectively. The upward trend seen since 2010 is a positive indicator for the industry, and we expect spending and strong growth to continue in the second half of 2014 and into 2015. Although growth is expected, a slow start to 2014 may result in a delayed recovery. In March 2014, U.S. homebuilder confidence trended below forecast, a result of continued poor weather and difficulty for homebuilders in finding skilled labor and buildable lots. While the unusually harsh weather has tempered the beginning of 2014, we believe that this is a temporary pause and continue to expect builders to see strong gains as warmer weather arrives. Sector-Driven Non-Residential Construction – After hitting a trough in 2011, private non-residential spending accelerated in 2012, growing 15.6% from 2011, then flattened in 2013, with strong growth experienced in lodging and a significant decline in construction related to power generation. Consensus construction estimates project that 2014 will grow in excess of 5.0% as a result of the continued strengthening of the U.S. economy and recovery in the non-residential construction market. Accelerating Remodels and Repairs – Remodeling and repair activity is a direct driver of demand in the Building Products market. In 2014, remodeling activity is expected to surpass $140.0 billion with growth rates above 10% for the first Figure 1: U.S. Private Residential Construction Spending ($ in billions) $400 $350 $300 $250 $200 $150 $100 $50 $0 $350.3 $120.1 $44.3 $185.8 2008 Source: U.S. Census Bureau www.tmcapital.com $330.7 $245.9 $112.0 $238.8 $244.1 $111.6 $120.9 $28.5 $14.7 $15.0 $105.3 $112.6 $108.2 2009 New single family 2010 New multi-family -2- 2011 Improvements $280.3 $126.0 $22.2 $132.0 2012 $129.9 $32.0 $168.8 2013 Market Demand Drivers Building Products Industry Spotlight Figure 2: Average U.S Housing Starts (in thousands) 2,500 2,000 1,569 1,602 1,705 1,848 1,957 2,068 1,801 1,355 1,500 906 1,000 554 587 609 2010 2011 781 927 500 0 2000 2001 2002 2003 Source: National Association of Home Builders 2004 2005 2006 Single-Family Positive trends in housing starts create an improved macro environment for Building Products companies operating in the residential construction sector. Following a significant decline from 2006 through 2009, U.S. residential housing starts began to rebound modestly year-over-year in 2010 (6.0% growth) and 2011 (3.7% growth) before accelerating in 2012 (28.1% growth). Although housing starts remain well below the longterm annual average of 1.5 million units, in 2013 the U.S. recorded 926,700 units, the highest level since 2007. While many analysts originally predicted that 2013 starts would eclipse the 1.0 million unit level, there were many factors hampering demand in 2013. Consumer demand, driven by rising mortgage rates, took the biggest bite out of new home starts; the 30-year fixed mortgage rate increased by more than 100bps, from 3.35% in May to 4.46% in December 2013. Analysts are predicting mortgage rates to rise by at least onehalf of a percent in 2014 to the 5.0%-5.5% area. However, predictions for rising rates have been proven false in Q1 as weak employment, slow growth and market weakness have kept rates in the mid-4.0% area. Even if these rates should rise to the expected 5.0%-5.5% area, they would still remain below the historical averages of 6.0%-8.0%. In addition to mortgage rates, housing starts were also dragged down 2007 2008 2009 Multifamily 2012 2013 by debt-ceiling discussions in Washington, the two-week government shutdown and concerns surrounding the Federal Reserve’s bond buyback program. Looking forward, several economists and analysts are predicting a continued recovery and forecasting that housing starts will eclipse the 1.0 million unit level in 2014. The National Association of Home Builders (“NAHB”) predicts steady growth with expectations of a full recovery in 2016. TM Capital believes these positive trends signal the early stages of a recovery in the Building Products sector, as accelerating housing starts and remodeling lead to increased demand for building products. Private Residential Fixed Investment – Private residential fixed investment includes the construction of new single-family and multi-family homes, manufactured housing (or mobile homes) and home improvements. As shown in Figure 3 below, private residential fixed investment has accounted for an annual average of 4.7% of GDP since World War II, but currently represents less than 3.0% of GDP, up slightly from its 65 year low. Figure 3: U.S. Private Residential Fixed Investment as a % of GDP 8% 6% Average: 4.7% 4% 2% 65 year low: 2.2% 0% 1948 1953 1958 1963 1968 1973 1978 1983 Source: Federal Reserve Economic Data Data Source: Federal Reserve Economic www.tmcapital.com -3- 1988 1993 1998 2003 2008 2013 Building Products Industry Spotlight Market Demand Drivers Figure 4: U.S. Private Residential Fixed Investment (Quarterly Year-over-Year Change) 30.0% 20.0% 10.0% 0.0% Jan-04 -10.0% Jan-05 Jan-06 Jan-07 Jan-08 Jan-09 Jan-10 Jan-11 Jan-12 Jan-13 Jan-14 -20.0% -30.0% -40.0% Source: Federal Reserve Economic Data Source: Federal Reserve Economic Data As shown in Figure 4, private residential fixed investment rose substantially in 2013 with year-over-year growth by quarter rising to over 20% for the first time since the second quarter of 2004. This growth has been fueled by new housing starts and home improvement spending. purchasing managers’ index. In 2014, the JCHS is expecting the home remodeling market to experience strong growth driven by increased spending. Non-Residential Construction – Private non-residential construction spending has been sector-driven over the past several years, showing signs of a recovery, but remaining well below historic peaks. Spending on non-residential construction grew 15.6% in 2012, but declined modestly in 2013 primarily due to an 18.7% decline in construction related to the electric power industry (see Figure 6). In 2012, construction related to electric power generation surged as a result of rebuilds following a series of major natural disasters. The 2013 decline was offset by construction in the lodging sector, which led category growth at 28.7%. Going forward, construction in the power and energy sectors should experience the largest sustained turnaround. Construction for shale-related drilling will continue to expand, increasing demand for pipelines, plants and downstream facilities including tank farms, petrochemical plants and export terminals. Remodeling and Repairs – The Joint Center for Housing Studies at Harvard University (“JCHS”) tracks the Leading Indicator of Remodeling Activity (“LIRA”) on a Latest Twelve Month (LTM) basis every quarter, as seen in Figure 5 below. JCHS expects double-digit gains, on a moving four-quarter average basis, for the first-half of 2014, before returning to just below 10% by the third quarter. The LIRA, measured as an annual rate-of-change of its components, provides a short-term outlook of homeowner remodeling activity and is intended to help identify future turning points in the business cycle of the home improvement industry. The LIRA model utilizes eight different economic indicators to estimate near-term changes in the market: (i) remodeling market index-future expectations, (ii) pending home sales index, (iii) 30-year treasury bonds yield, (iv) single family housing starts, (v) retail sales at building materials and supplies dealers, (vi) manufacturers’ shipments of construction materials, wood products and household appliances, (vii) number of employees of residential remodelers and (viii) the Commercial construction, a subsector of non-residential construction, grew 8.8% in 2013. The growth in commercial spending was primarily driven by warehouses and retail, which experienced 22.8% and 8.0%, growth, respectively. As shown in Figure 8, commercial construction spending remains well Figure 5: Leading Indicator of Remodeling Activity (Year-over-Year Change) ($ in billions) $160.0 20.0% $140.0 15.0% $120.0 10.0% $100.0 5.0% $80.0 — $60.0 (5.0%) $40.0 (10.0%) $20.0 (15.0%) $0.0 (20.0%) LTM Home Improvement Activity Source: The JointCenter Center for for Housing Housing Studies of of Harvard University Source: The Joint Studies Harvard University www.tmcapital.com -4- Y-O-Y Change Market Demand Drivers Building Products Industry Spotlight Figure 6: U.S. Private Non-Residential Construction Spending Figure 7: Architecture Billing Index – Commercial / Industrial ($ in billions) $450 $400 58 $408.6 55.2 $342.4 $350 $297.7 $300 $261.8 $250 $296.5 54 $257.5 55.0 53.8 51.9 54.8 53.0 $200 49.9 50.6 51.5 51.1 49.4 50 $150 49.7 51.0 50.6 50.5 50.2 $100 $50 $0 46 2008 2009 2010 2011 2012 2013 Source: U.S. Census Beureau Source: The American Institute of Architects below peak levels and has significant room for growth over the next five to ten years. We expect the upward trend to continue as demand grows for new U.S. projects. Summary – From the words of the all-knowing Magic 8-ball, “All Signs Point to Yes.” No matter which of the above indicators one chooses to look at, the message is the same, recovery is imminent. Growth in the Building Products market is not dependent on an aggressive recovery to all-time highs; instead, growth will come from a steady return to historical levels. We expect to see continued growth across both the residential and non-residential construction markets. Despite a slow weather-driven start to 2014, economists continue to forecast a strong finish to 2014. Recovery in the construction markets is being driven by several overarching economic indicators. Job growth, although sluggish, is still taking place. Interest rates remain low compared to historical standards. The bank lending environment is showing improvement with respect to lending terms and volume of loans. Finally, the improving economy will continue to positively impact consumer credit which has been slowly returning to historical levels since it was significantly impacted by the Credit Card Act of 2009 and the recession. All of these factors will continue to contribute to growth and investment activity in the building products market. The American Institute of Architects (“AIA”) publishes an Architecture Billing Index (“ABI”), which acts a proxy for private building activity – scores above 50.0 represent an increase in billings. The ABI, which serves as an economic indicator that leads nonresidential construction activity by approximately nine to twelve months, softened, but remained above 50.0 for the first four months of 2014. Figure 7, seen on the top right of this page, shows the architecture billing index for the commercial / industrial industry. The score of 50.2 for the month of April is not reflective of the strong market and is likely attributed to severe weather conditions that persisted into the late winter months. Despite the softening since January, there remains a pervading sense of optimism that business conditions will improve as the year progresses. Figure 8: U.S. Private Commercial Construction Spending ($ in millions) $90,000 $80,000 $70,000 $60,000 $50,000 $40,000 $82,653 $12,087 $5,640 $8,029 $8,227 $16,707 $30,000 $20,000 $6,300 $4,535 $4,868 $6,637 $36,505 $4,220 $3,546 $4,605 $5,987 $5,661 $9,730 $31,963 $10,000 $0 $50,460 $18,390 2008 Multi-retail 2009 Warehouse Farm $3,720 $4,270 $5,268 $43,162 $3,827 $4,843 $5,714 $6,951 $6,561 $46,932 $4,786 $4,551 $6,051 $6,932 $8,591 $6,543 $6,996 $12,486 $13,361 $14,831 $16,021 2010 2011 2012 2013E Food / beverage Source: U.S. Census Beureau www.tmcapital.com $39,723 -5- Automotive Other Commercial Building Products Industry Spotlight Market Landscape Market Landscape and expertise, which causes industry leaders to focus on high demand markets (i.e. asphalt) and creates opportunities for mid-sized and small players in lower demand markets (i.e. elastomeric and bituminous). The Building Products landscape is highly fragmented, although there has been a marked trend towards consolidation in recent years. In each category, companies primarily compete based on brand recognition, quality, price, style, customer relationships, ease of installation & maintenance and service capabilities. Certain industries are more fragmented than others - cabinetry, hardware, flooring & carpets, molding & trim, and roofing & siding are still relatively fragmented, primarily as a result of low barriers to entry and the ability of smaller players to serve niche markets. In each of these industries, a wide range of material/product alternatives exists, often requiring different manufacturing technologies and expertise. For example, many different materials can be used in roofing applications, including asphalt, metal, plastic, tile, elastomeric and bituminous, each with different price, performance, durability and application characteristics. These roofing alternatives require different manufacturing processes On the other hand, countertop, insulation, architectural paint and building boards are fairly consolidated. These industries tend to rely more heavily on one or several material/product alternatives, enabling large manufacturers to serve a greater portion of the market. For example, fiberglass is the dominant insulation material in the U.S. and can be costly to produce. Therefore, manufacturers must realize a minimum scale of production to achieve profitability. Similarly, laminates comprise nearly 50% of the countertop market, enabling the leading laminate manufacturers to command a substantial share of the countertop market. An overview of the Building Products landscape by major segment is shown below: HVAC & Lighting Plumbing & Hardware Windows & Doors and Cabinetry Major Industry Participants Est. Market Size Windows & Doors $21B Cabinetry $9B Plumbing $10B Hardware (a) $6B HVAC $12B Lighting (b) $10B Level of Fragmentation Source: TM Capital Notes: (a) (b) Excludes Hardware products for Motor Vehicles, Furniture and Other Transport Equipment Excludes Lighting for Vehicles & Machinery and Consumer & Commercial (table lamps, flashlights, etc.) www.tmcapital.com -6- Barriers to Entry Market Landscape Building Products Industry Spotlight Distributors Materials Roofing, Siding & Insulation Surfaces Major Industry Participants Est. Market Size Countertops $18B Flooring & Carpets $20B Molding & Trim $6B Roofing $20B Siding $7B Insulation $6B Architectural Paint $10B Building Boards (c) $7B Flat Glass (d) $3B Distributors NA Level of Fragmentation Source: TM Capital Notes: (c) (d) Excludes Building Boards used in Furniture & Fixtures and Other Manufacturing Excludes Flat Glass used in Motor Vehicle & Other Markets (mirrors, appliances, furniture, aerospace, etc.) www.tmcapital.com -7- Barriers to Entry Building Products Industry Spotlight M&A Activity M&A Activity Historically, M&A activity within the Building Products industry has been influenced by trends in the residential / non-residential construction and remodeling / repair markets as well as by macroeconomic variables. Transaction activity peaked in 2007, with a record of 436 closed transactions in the Building Products sector. In 2009, activity tumbled to 236 closed transactions. Activity picked up significantly post-2009 as the global economic environment began to improve. In 2013, activity declined as Building Products companies anticipated strong earnings growth and decided to defer going to market until they could demonstrate improved earnings. Given the industry growth in 2013, we expect deal activity to increase significantly in 2014. Strategic and financial acquirers will be looking to take advantage of industry tailwinds and macroeconomic trends. There continues to be a trend towards consolidation in the Building Products space as major companies acquire competitors and value-added brands solidify their market positions. These acquisitive building products companies have been focused on purchasing niche companies that have developed a specific technological edge and/or a strong brand name. Through an acquisition, the buyer is able to leverage its established distribution networks and improve the sales and margins of the acquired business. in categories with macroeconomic tailwinds. The following pages delve into consolidation that has occurred in the various sub-sectors of the Building Products space as well as recent acquisitions completed by private equity firms. Market Consolidation Driven by M&A Activity – The Building Products market is highly fragmented with a relatively low concentration of market share. As a result of this fragmentation, the Building Products market has undergone significant consolidation over the past several years as companies drive growth through mergers and acquisitions. Acquisitive companies in the Building Products market are Similarly, financial sponsors have significant dry powder and are seeking to make acquisitions of companies operating Figure 9: Number of Building Products M&A Transactions by Year 500 436 300 200 391 371 400 235 189 142 157 289 278 323 306 249 236 174 100 0 2000 2001 2002 2003 2004 2005 2006 Source: IQ Source: CapitalCapital IQ www.tmcapital.com -8- 2007 2008 2009 2010 2011 2012 2013 M&A Activity Building Products Industry Spotlight using acquisitions as a method to expand geographically, benefit from additional economies of scale, create additional barriers to entry, consolidate customer bases and add new brands and product lines to existing platforms. TM Capital believes that consolidation within the Building Products market will continue as the construction, remodel and repair markets improve and as consumer sentiment and the overall economy continues to strengthen. The following charts show a select group of Business Products consolidators that have been acquisitive within the sector over the past several years. Windows, Doors & Cabinetry Core Brand / Acquirer Acquired Brands / Companies (Year Acquired) 2014 2013 2012 2012 2012 2012 2011 2010 2010 2010 2013 2013 2013 Plumbing & Hardware Core Brand / Acquirer Subsidiary of Lixil Corp. Acquired Brands / Companies (Year Acquired) 2010 2010 2013 2012 2013 2012 2013 2012 Pending Pending 2013 Source: TM Capital www.tmcapital.com -9- 2008 2008 2012 2010 2011 2013 2013 2013 2012 Building Products Industry Spotlight M&A Activity HVAC & Lighting Core Brand / Acquirer Acquired Brands / Companies (Year Acquired) 2011 2012 2013 2012 2011 2011 2011 2011 2010 2010 Surfaces Core Brand / Acquirer Acquired Brands / Companies (Year Acquired) 2013 Decorative Surfaces Business 2012 * Belgian Resins Business Pending 2013 2013 2013 2010 2012 * 2012 2011 Pending 2010 2010 2009 2009 2012 2011 Pending 2008 2007 Materials Core Brand / Acquirer Acquired Brands / Companies (Year Acquired) Pending 2013 Source: TM Capital www.tmcapital.com - 10 - 2006 M&A Activity Building Products Industry Spotlight M&A Activity by Financial Sponsors – Financial sponsors sense that the Building Products market has strong growth dynamics, and are beginning to deploy capital into the sector. The charts below highlight investments and exits since January 2012 in which a private equity firm acquired a U.S. based Building Products company. Figure 10: Acquisitions of North American Building Products Companies by Private Equity Firms (2012 – Present) ($ in millions) Date Closed 4/1/2014 Target Acquiror Target Description Deal Size Target Revenue $770.0 NA Gypsum Management and Supply AEA Investors Distributor of drywall, acoustical and other specialty building materials 3/31/2014 Jones Lumber Company BlackEagle Partners, Building Industry Partners, US LBM Holdings Supplier of lumber and building materials to the South Florida and Caribbean markets NA NA 3/10/2014 Hartland Controls Incline Equity Partners Provider of electrical system components. The company manufactures products such as pole contractor, transformers, capacitors and auxiliary switches NA NA 3/17/2014 Koroseal Interior Products Peak Rock Capital Manufacturer and distributor of custom interior products including: commercial wall coverings, wall protection systems and dryeraseable wall coverings NA NA 2/14/2014 Novik Clearview Capital Manufacturer and provider of polymer siding and roofing materials. The company designs, manufactures, sells and installs polymer home-exterior products $41.8 $27.5 2/5/2014 E.B. Bradley Company PSP Capital Partners Distributor of specialty hardware, surfacing products, flooring and woodworking supplies and manufacturer of laminated panels NA NA 2/5/2014 Scott Group Custom Carpet Keystone Capital NA NA 1/23/2014 Alleyton Resource $184.3 NA 1/23/2014 Jones Heartz Drywall Supply Innovation Works, Silverhawk Capital Partners, Summit Materials, The Blackstone Group Building Industry Partners, Kodiak Building Partners Manufacturer of custom wool carpets for architects and designers. The company designs and manufactures machine and hand made custom wool carpets and rug Manufacturer and wholesaler of concrete and building products Provider of construction products and material including welding accessories, lumber and insulation products. $5.0 NA 1/23/2014 The Faucet Queens Howard Berger Company, Littlejohn & Company Provider of home hardware products to the food and drug retail markets NA NA 1/21/2014 Alliance Steel Associated Steel Group, Promus Equity Partners Manufacturer of metal and related components for the construction industry. The company's products include frame structures, panel structures and other components used in construction NA NA 1/14/2014 Dimex Grey Mountain Partners Manufacturer of extruded plastic products. The company provides plastic products for lawn and gardening, commercial matting, edging and control joint building products NA NA Rockland Industrial Products Lubar & Co Manufacturer of laminated wood flooring NA NA 12/31/2013 Sound Seal Hamilton Robinson Capital Partners Manufacturer of commercial and architectural acoustic noise control products $27.0 $18.1 12/19/2013 High Standard Nudo Products, RFE Investment Partners NA NA 12/17/2013 Janus International Saw Mill Capital Manufacturer and distributor of architectural insulated and veneer panels. The company offers panel systems, including insulated and veneer metal panels and aluminum composite panels. Manufacturer of rolling doors and building components. NA NA 12/11/2013 Arbors Direct Graham Partners, HB&G Building Products NA NA 12/10/2013 Musselman Lumber BlackEagle Partners, Building Industry Partners, US LBM Holdings Manufacturer of custom sized fiberglass arbor and pergola kits. The company offers its products for residential and commercial applications Manufacturer and distributor of lumber and building materials. The company engages in the supply of lumber, engineered wood products, trusses, windows, doors, siding, roofing, pre-built stairs and pre-hung doors NA NA 11/27/2013 California Products Delos Capital, Satori Capital Manufacturer of paints, coatings and sports surfacing systems. The company provides architectural coatings, house paint and stains, industrial maintenance coatings and surface preparation products NA NA 11/26/2013 Roman Decorating Products Blue & Gray Enterprises, Salt Creek Capital Manufacturer and distributor of adhesives, primers, strippers and related items used in the application of wall coverings to professional contractors NA NA 11/26/2013 SCI Floor Covering Corridor Capital Distributor and installer of commercial and residential floor covering products NA NA InterWrap Quad-C Management Manufacturer of laminated textiles. The company is a vertically integrated, global manufacturer of coated woven products and diverse multi-layer laminated reinforced plastic substrates NA NA 11/1/2013 Demilec Sun Capital Partners Developer and distributor of spray foam insulation material NA NA 11/1/2013 Home Acres Building Supply CI Capital Partners, Foundation Building Materials LLC Provider of building materials to residential and commercial contractors. The company offers drywall, steel framing, commercial and residential insulation products, gypsum wallboard and other NA NA 1/1/2014 Source: PitchBook 11/14/2013 www.tmcapital.com - 11 - 12/17/2013 Janus International Saw Mill Capital Manufacturer of rolling doors and building components. NA NA 12/11/2013 Arbors Direct Graham Partners, HB&G Building Products NA NA 12/10/2013 Musselman Lumber BlackEagle Partners, Building Industry Partners, US LBM Holdings Manufacturer of custom sized fiberglass arbor and pergola kits. The company offers its products for residential and commercial applications Manufacturer and distributor of lumber and building materials. The company engages in the supply of lumber, engineered wood products, trusses, windows, doors, siding, roofing, pre-built stairs and pre-hung doors NA NA Manufacturer of paints, coatings and sports surfacing systems. The company provides architectural coatings, house paint and stains, industrial maintenance coatings and surface preparation products Target Description NA NA Deal Size Target Revenue NA $770.0 NA NA Building Products Industry Spotlight M&A Activity Figure 10: Acquisitions of North American Building Products Companies by Private Equity Firms (2012 – Present) 11/27/2013 ($ in millions) Date Closed California Products Target Delos Capital, Satori Capital Acquiror 11/26/2013 4/1/2014 Roman GypsumDecorating Management and Products Supply Blue Gray Enterprises, Salt Creek AEA & Investors Capital Manufacturer and distributor of adhesives, primers, strippers Distributor of drywall, acoustical and other specialty building and related items used in the application of wall coverings to materials professional contractors 3/31/2014 11/26/2013 Jones Lumber Company SCI Floor Covering BlackEagle Partners, Building Industry Corridor Capital Partners, US LBM Holdings Supplier of and lumber and building materials the Southfloor Florida and Distributor installer of commercial andtoresidential covering Caribbean markets products NA NA 3/26/2014 11/14/2013 American Hardwood InterWrap Industries Baillie Lumber Quad-C Management Manufacturer of laminated lumber products using variety ofishardwoods. textiles. The acompany a vertically Its products are usedmanufacturer primarily in the market, including integrated, global of remodeling coated woven products and flooring,multi-layer custom cabinetry, furniture and plastic molding diverse laminated reinforced substrates NA NA 11/1/2013 3/10/2014 Demilec Hartland Controls Sun Capital Incline EquityPartners Partners NA NA NA NA 11/1/2013 3/17/2014 Home Acres Building Koroseal Interior Products Supply CI Capital Partners, Foundation Building Peak Rock Capital Materials LLC Developer distributor of spray foam insulation material Provider ofand electrical system components. The company manufactures products such as pole contractor, transformers, capacitors and auxiliary switches Provider of building materials to residential and commercial ManufacturerThe andcompany distributor of custom interior productscommercial including: contractors. offers drywall, steel framing, commercial wallinsulation coverings, wall protection and dryand residential products, gypsumsystems wallboard and other eraseable wall coverings related interior products NA NA NA NA 2/14/2014 11/1/2013 Novik Door Mesker Clearview Capital Harvey & Company provider of polymer and roofing materials. Manufacturer and seller of hollow metalsiding doors, frames and The company designs, manufactures, sells and installs polymer hardware components home-exterior products $41.8 NA $27.5 NA Royal Baths Manufacturing E.B. Bradley Company Cotton CreekPartners Capital Management PSP Capital Designer manufacturer of cultured marble bathroom products Distributorand of specialty hardware, surfacing products, flooring and in the United States. woodworking supplies and manufacturer of laminated panels NA NA NA NA 10/7/2013 2/5/2014 Ridgeline Pipe Scott Group Custom Manufacturing Carpet Atkore International, Clayton Dubilier & Keystone Capital Rice NA NA NA NA 10/3/2013 1/23/2014 Crockett County Mining Alleyton Resource Permian Basin Materials, W.L.Capital Ross & Innovation Works, Silverhawk Co Partners, Summit Materials, The NA $184.3 NA NA 10/3/2013 1/23/2014 Highland Concrete Jones Heartz Drywall Supply Blackstone Group Permian Basin Materials, Ross & Building Industry Partners,W.L. Kodiak Co Building Partners Manufacturer seller of PVC pipe and fittings Manufacturer and of custom wool carpets for architects and designers. The company designs and manufactures machine and hand made custom wool carpets and rug Producer of sand gravel and limestone products in Manufacturer and and wholesaler of concrete and buildingused products construction of housing, commercial and industrial facilities and buildings Provider mix concrete, flatwork, walls, including curb and welding gutter, Provider of of ready construction products and material interior floor coatings andinsulation concrete products. repairs accessories, lumber and NA $5.0 NA NA 10/3/2013 1/23/2014 Tedd Wood Queens The Faucet Executive Cabinetry, Gridiron Capital& Howard Berger Company, Littlejohn Company Manufacturer of cabinets. company manufactures custom Provider of home hardwareThe products to the food and drug retailand semi-custom cabinets markets NA NA NA NA 10/3/2013 1/21/2014 Wallach Concrete Alliance Steel Permian Basin Materials, W.L. Ross & Associated Steel Group, Promus Equity Co Partners Provider of ready-mix The company provides ready mix Manufacturer of metalconcrete. and related components for the construction concrete, sand and gravelproducts and limestone industry. The company's includeproducts frame structures, panel NA NA NA NA 10/1/2013 CPG International $1,500.0 NA 1/14/2014 Dimex Ares Private Equity Group, Ontario Teachers' Pension Plan Grey Mountain Partners NA NA 9/30/2013 1/1/2014 NA NA NA NA NA $18.1 $700.0 NA $311.4 NA 8/1/2013 12/17/2013 Triple M Housing Janus International Provider of home-improvement and hardware products Manufacturer of commercial and architectural acoustic noise control products Manufacturer of plasterboard and other gypsum based products for construction, and of interior decoration Manufacturer renovation and distributor architectural insulated and veneer panels. The company offers panel systems, including insulated and veneer metal panels and aluminum composite Manufacturer of factory built housing products.panels. The company provides modular housing, manufactured resort cottages Manufacturer of rolling doors and buildinghomes, components. for urban markets, meridian resort cottages and work site offices $214.0 $27.0 8/30/2013 12/19/2013 Simplex Strip Doors Rockland Industrial Products Newell Rubbermaid (Hardware Sound SealGroup Business) Continental Building Products (CBPX) High Standard NA NA NA NA 8/1/2013 12/11/2013 Wolverine Brass Arbors Direct Dunes Point Capital, Franklin Square GrahamPartners Partners, HB&G Building Capital Products NA NA NA NA 7/31/2013 12/10/2013 ADCO Global Musselman Lumber Arsenal Capital Partners, Royal BlackEagleand Partners, Building Industry Adhesives Sealants Partners, US LBM Holdings NA NA NA NA 7/31/2013 Wallboard & Supply Company California Products CI Capital Partners, Foundation Building Materials LLC Delos Capital, Satori Capital NA NA Tru-Wood Cabinet Building Industry Partners, United Cabinet Holdings 11/26/2013 7/26/2013 Roman Decorating Aldora Glass Holdings Products Blue & Gray Enterprises, Salt Creek Superior Capital Capital Partners The company provides residential and commercial faucets, faucet Manufacturer of custom sizedand fiberglass arborpressure and pergola kits. The and bath accessories, valves hydronics, and brass company offers products for residential and commercial fittings, tools anditschemicals applications Designer, manufacturer and distributor of adhesive and sealant Manufacturer and distributor of lumber and building products for transportation and construction marketsmaterials. The company engages in the supply of lumber, engineered wood products, trusses, windows, doors, siding, roofing, pre-built stairs Manufacturer and wholesaler of building materials. The company and pre-hung doors offers wall boards, joint compounds and products related to drywall, Manufacturer paints, coatings and sports surfacing systems. The metal framing,ofacoustical and synthetic stucco company provides architectural coatings, house paint and stains, Manufacturer of cabinetry for the kitchen, bath and home. The industrial maintenance coatings and surface preparation products company provides stock and semi-custom cabinets, cabinet accessories, doors and garage organizers for storage needs Manufacturer and distributor of adhesives, primers, strippers and Manufacturer of tempered glass and of aluminum products related items used in the application wall coverings to professional contractors 11/26/2013 7/26/2013 SCI Floor Covering Coastal Glass Distributors Corridor Capital Superior Capital Partners 11/14/2013 6/12/2013 InterWrap New England Building Supply 11/1/2013 10/15/2013 2/5/2014 9/11/2013 12/31/2013 BCL Pittsburgh, Harvey & Company, ShoreView Lubar & CoIndustries, TMI HarbourVest Partners, Landmark Partners, Nova Capital Management Hamilton Robinson Capital Partners Lone Star Funds Nudo Products, RFE Investment Partners TriWest Capital Partners Saw Mill Capital structures and other components used in construction Manufacturer and provider of building products. The company manufactures extruded polyethylene, polypropylene and PVC or Manufacturer of extruded plastic products. The company provides CPVC sheet products usedcommercial primarily asmatting, metal and plastic thermoplastic products for lawn and gardening, wood edgingsubstitutes and control joint building products Manufacturer of PVC based curtains and products Manufacturer of laminated wood flooring NA NA NA NA NA NA NA NA Distributor and installer of commercial and residential floor covering Fabricator and distributor of glass products. The company offers products laminated, tempered and insulated glass NA NA NA NA Quad-C Management Building Industry Partners, Kodiak Building Partners Manufacturer of laminated textiles. The company is a vertically Manufacturer of construction products and material including integrated, global manufacturer of coated woven products and welding accessories, lumber and insulation products diverse multi-layer laminated reinforced plastic substrates NA NA NA NA Demilec Sun Capital Golden GatePartners Capital Developer distributor ofcovering spray foam insulation material Provider ofand custom window products NA NA NA NA 11/1/2013 4/25/2013 Home Acres Building Midwest Sales Provider of of industrial, building materials to residential and residential commercialand Provider mechanical, commercial, NA NA NA NA 4/22/2013 Shelly Enterprises CI Capital Partners, Foundation Building, Audax Group, Distribution International Materials LLC Capital, Supply Chain PNC Mezzanine Equity Partners, The CapStreet Group BlackEagle Partners, Building Industry Partners, US LBM Holdings related interior products Provider of lumber, hardware, building materials and manufactured components NA NA 11/27/2013 7/30/2013 6/4/2013 Springs Window Fashions Source: PitchBook Supply www.tmcapital.com contractors. The company offers drywall, steel framing, commercial - building 12 - insulation and residential insulation products, gypsum wallboard and other 7/30/2013 Company Materials LLC offers wall boards, joint compounds and products related to drywall, metal framing, acoustical and synthetic stucco Tru-Wood Cabinet Building Industry Partners, United Cabinet Holdings Manufacturer of cabinetry for the kitchen, bath and home. The company provides stock and semi-custom cabinets, cabinet accessories, doors and garage organizers for storage needs NA Manufacturer of tempered glass and aluminum products NA Building Products Industry Spotlight 7/26/2013 Aldora Glass Holdings Superior Capital Partners NA M&A Activity NA 7/26/2013 Coastal Glass Distributors Superior Capital Partners Fabricator and distributor of glass products. The company offers NA NA Figure 10: Acquisitions of North American Building Products Companies by Private Equity Firms (2012 – Present) laminated, tempered and insulated glass ($ in millions) 6/12/2013 Date Closed New England Building Supply Target Building Industry Partners, Kodiak Building PartnersAcquiror Manufacturer of construction products and material including welding accessories, lumber and insulation products Target Description Springs Fashions GypsumWindow Management and Supply Golden Gate Capital AEA Investors Provider ofof custom window covering products Distributor drywall, acoustical and other specialty building materials 4/25/2013 3/31/2014 Midwest Sales Company Jones Lumber 4/22/2013 3/26/2014 Shelly Enterprises American Hardwood Industries Audax Group, Distribution International BlackEagle Partners, Building Industry , PNC Mezzanine Capital, Supply Chain Partners, US LBM Holdings Equity Partners, The CapStreet Group BlackEagle Partners, Building Industry Baillie Lumber Partners, US LBM Holdings 4/9/2013 3/10/2014 Gienow Windows & Doors Hartland Controls CI Capital Partners, Ply Gem Industries Incline Equity Partners 4/3/2013 3/17/2014 NRG Equipment Koroseal Interior Products Lynx Equity Peak Rock Capital 4/2/2013 BMF Audax Group, Elgin Fasteners 2/14/2014 Novik Clearview Capital Westroc Innovation Works, Silverhawk Capital Partners, Summit Materials, The PSP CapitalGroup Partners Blackstone 6/4/2013 4/1/2014 4/2/2013 2/5/2014 3/15/2013 2/5/2014 3/1/2013 E.B. Bradley Company Signature Systems Scott Group Custom Carpet Shnier-Gesco 1/23/2014 Alleyton Resource 2/28/2013 SRS Distribution 1/23/2014 Jones Heartz Drywall Supply New North Trim 2/15/2013 1/23/2014 The Faucet Queens 1/22/2013 MI Windows and Doors 1/21/2014 1/7/2013 Alliance Steel Masco Framing Babson Capital Management, Individual Investor, Linsalata Capital Partners Keystone Capital Blue Point Capital Partners Innovation Works, Silverhawk Capital Partners, Summit Materials, The Berkshire Partners Blackstone Group Building Industry Partners, Kodiak Building Partners Sunrise Windows, The Riverside Company Howard Berger Company, Littlejohn & Company Harvey & Company, ShoreView Industries Associated Steel Group, Promus Equity Partners Atlas Holdings Deal Size NA Target Revenue NA $770.0 NA Provider industrial, commercial, andand Supplier of lumber andmechanical, building materials to the residential South Florida building insulation Caribbean markets NA NA Provider of lumber, hardware, building manufactured Manufacturer of lumber products usingmaterials a variety and of hardwoods. Its components products are used primarily in the remodeling market, including flooring, custom cabinetry, furniture and molding Manufacturer of windows and doors for the residential and Provider of electrical system components. The company commercial construction markets manufactures products such as pole contractor, transformers, capacitors and auxiliary switches Provider of HVAC products suitable for various new construction Manufacturer distributor of custom interior products including: and renovationand applications commercial wall coverings, wall protection systems and dryeraseable wallofcoverings Manufacturer fasteners, bolts, nuts, studs and socket caps NA NA NA NA NA NA NA NA NA NA NA NA Manufacturer and provider of polymer siding and roofing materials. The company designs, manufactures, sells and installs polymer Provider of aggregates home-exterior products and ready-mix concrete $41.8 $27.5 NA NA Distributor of specialty hardware, surfacing products, flooring and woodworking supplies and manufacturer of laminated panels Designer & Marketer of temporary flooring and fencing systems Manufacturer of custom wool carpets for architects and designers. The company designs and manufactures machine and hand made Provider of floor covering. The company offers flooring products, custom wool carpets and rug carpets and rugs. Manufacturer and wholesaler of concrete and building products Provider of roofing products for residential and commercial applications Provider of construction products and material including welding accessories, lumber and insulation products. Designer and manufacturer of window-related products Provider of home hardware products to the food and drug retail markets Manufacturer of windows and doors Manufacturer of metal and related components for the construction industry. The company's products include frame structures, panel Provider of installation and craftsmanship in areas of residential structures and other components used in construction framing, exterior & interior doors, trim and finish carpentry NA NA NA NA NA NA NA NA NA $184.3 NA $645.0 NA $5.0 NA NA NA NA NA NA NA NA NA NA NA 1/14/2014 1/7/2013 Dimex Western States Glass Grey Mountain Partners Sun Capital Partners, Trulite Glass & Aluminum Solutions Manufacturer of extruded plastic products. The company provides Provider, distributor and fabricator of glass products for buildings plastic products for lawn and gardening, commercial matting, edging and control joint building products NA NA NA NA 12/31/2012 1/1/2014 Total Building Services Rockland Industrial Group (Certain Assets) Products Stock Lubar Building & Co Supply, The Gores Group Provider of prefabricated supplies, floor and roof trusses, Manufacturer of laminatedbuilding wood flooring wood wall panel systems and siding and porch turnkey services NA NA NA NA 12/28/2012 12/31/2013 Clad-Rex Sound Seal Bounds Partners HamiltonEquity Robinson Capital Partners Manufacturer clad steel The acoustic companynoise produces Manufacturer of of vinyl commercial andproducts. architectural control vinyl coated, prepainted, powder and other coatings steel and products aluminum sheets and resquared blanks NA $27.0 NA $18.1 12/28/2012 12/19/2013 H&H Lumber High Standard BlackEagle Partners, Building Industry Nudo Products, RFE Investment Partners, Partners US LBM Holdings NA NA 12/17/2013 12/20/2012 Janus International Cleaver Brooks Saw Mill Group Capital Harbour The company and provides variety building products to complete new Manufacturer distributor ofofarchitectural insulated and veneer construction, additions,offers remodeling, windowsincluding and doors, roofing,and panels. The company panel systems, insulated garages and decking veneer metal panels and aluminum composite panels. Manufacturer of rolling doors and building components. Designer, manufacturer, distributor and seller of boiler room NA NA NA NA 12/11/2013 12/20/2012 Arbors Direct G-O-N Graham Partners, HB&G Building Capital Southwest, RectorSeal Products NA NA NA NA 12/10/2013 12/17/2012 Musselman Lumber Cascade Windows BlackEagle Partners, Building Industry Altamont Partners Partners, Capital US LBM Holdings NA NA NA NA 12/14/2012 11/27/2013 ATI Black Diamond California Products Granules Merit Capital Partners, U.S. Minerals Delos Capital, Satori Capital $9.6 NA NA NA Custom Window Systems Highlander Partners NA NA Roman Decorating Products F.W. Honerkamp Blue & Gray Enterprises, Salt Creek Capital Leading Ridge Capital Partners, Rugby Architectural Building Products Corridor Capital 12/7/2012 11/26/2013 11/28/2012 11/26/2013 SCI Floor Covering 11/15/2012 Titan Construction Products (Certain Assets) InterWrap 11/14/2013 11/1/2012 11/1/2013 Solar Seal Demilec Source: PitchBook 10/31/2012 11/1/2013 ACProducts Home Acres Building Supply Wilsonart International Holding American Industrial Partners CI Capital Partners, Foundation Building Materials LLC Clayton Dubilier & Rice TimberTech AEA Investors, CPG International, www.tmcapital.com 10/31/2012 9/30/2012 AlpInvest Partners, Anchorage Capital Group, Contech Engineered Solutions, Quad-C Management Farallon Capital, Littlejohn & Company, Tennenbaum Capital Partners Consolidated Glass Holdings, Grey Mountain Partners Sun Capital Partners products and systems for commercial, industrial, and institutional applications Manufacturer of custom sized fiberglass arbor and pergola kits. The Developer and manufacturer of the only glue on downspout nozzle. company offers its products for residential and commercial The company originated and patented a glue on nickel-bronze applications downspout for commercial building roof drains Manufacturer and distributor of lumber and building materials. The The company manufactures a complete lineengineered of custom wood vinyl company engages in the supply of lumber, windows patio windows, doors for doors, virtuallysiding, any application products,and trusses, roofing, pre-built stairs and pre-hung doors Manufacturer and provider of roofing shingle granules and Manufacturer of paints, coatings and sports surfacing systems. The sandblasting abrasives company provides architectural coatings, house paint and stains, industrial maintenance coatings and surface preparation products Manufacturer of vinyl and aluminum window and door products Manufacturer and distributor of adhesives, primers, strippers and related items used in the application of wall coverings to The company provides furniture building material, adhesives, professional contractors hardware material, plywood and composite materials Distributor and installer of commercial and residential floor covering products The company provides corrugated metal pipe products, machinery, equipment and inventory for construction Manufacturer of laminated textiles. The company is a vertically integrated, global manufacturer of coated woven products and diverse multi-layer laminated reinforced plastic substrates Manufacturer of fabricated architectural glass products Developer and distributor of spray foam insulation material Manufacturer of cabinets and storage accessories, including kitchen and decorative embellishments Providerorganizers, of building mounting materials kits to residential and commercial contractors. The company offers drywall, steel framing, commercial and residentialand insulation products, gypsum wallboard and other Manufacturer provider of laminate and work surface products related interior products for the construction market - 13 - Provider of decking, railing and fencing solutions. The company NA NA NA NA NA NA NA NA NA NA NA NA NA NA $27.0 NA $136.0 NA $1,050.0 $1,100.0 $320.0 NA windows and patio doors for virtually any application 12/14/2012 ATI Black Diamond Granules Merit Capital Partners, U.S. Minerals Custom WindowIndustry Systems Highlander Partners 12/7/2012 Products Building Spotlight 11/28/2012 Manufacturer and provider of roofing shingle granules and sandblasting abrasives $9.6 NA NA M&A Activity Manufacturer of vinyl and aluminum window and door products NA F.W. Honerkamp Leading Ridge Capital Partners, Rugby The company provides furniture building material, adhesives, NA NA Titan Construction Products (Certain Assets) AlpInvest Partners, Anchorage Capital Group, Contech Engineered Solutions, Farallon Capital,Acquiror Littlejohn & Company, Tennenbaum Capital Partners Consolidated AEA InvestorsGlass Holdings, Grey Mountain Partners The company provides corrugated metal pipe products, machinery, equipment and inventory for construction NA NA Target Description Deal Size Target Revenue Manufacturer of fabricated architectural glass products Distributor of drywall, acoustical and other specialty building materials NA $770.0 NA NA Architectural Building Products hardware material, plywood and composite materials Figure 10: Acquisitions of North American Building Products Companies by Private Equity Firms (2012 – Present) 11/15/2012 ($ in millions) Date Closed 11/1/2012 4/1/2014 Target Solar Seal Gypsum Management and Supply 10/31/2012 3/31/2014 ACProducts Jones Lumber Company American Industrial Partners BlackEagle Partners, Building Industry Partners, US LBM Holdings Manufacturer of cabinets and storage accessories, including Supplier of lumber and building materials to the South Florida and kitchen organizers, Caribbean markets mounting kits and decorative embellishments $27.0 NA $136.0 NA 10/31/2012 3/26/2014 Wilsonart American International Hardwood Holding Industries Clayton Dubilier & Rice Baillie Lumber Manufacturer provider of laminate work of surface products Manufacturer and of lumber products usingand a variety hardwoods. Its for the construction market in the remodeling market, including products are used primarily $1,050.0 NA $1,100.0 NA 9/30/2012 3/10/2014 TimberTech Hartland Controls $320.0 NA NA NA 9/28/2012 Tandus US NA $0.3 3/17/2014 Koroseal Interior Products AEA Investors, CPG International, Incline Equity Partners Pamlico Capital, Private Equity Capital Corporation Kohlberg Kravis Roberts, Sommer Allibert, Tarkett Peak Rock Capital NA NA 9/10/2012 Greco Aluminum Railings 2/14/2014 Novik O2 Investment Partners, Penn Mezzanine Clearview Capital 8/31/2012 Insulpane of Connecticut and Orchard Glass E.B. Bradley Company Distributors Consolidated Glass Holdings, Grey Mountain Partners PSP Capital Partners 8/27/2012 ACI Building Systems 2/5/2014 Scott Group Custom Carpet Prince Street Bentley Associated Steel Group, Promus Equity Partners Keystone Capital 2/5/2014 8/17/2012 1/23/2014 8/3/2012 1/23/2014 8/1/2012 1/23/2014 Alleyton Resource Stanton Carpet Jones Heartz Drywall Supply Inter Continental Hardwoods The Faucet Queens Dominus Capital Innovation Works, Silverhawk Capital Partners,Equity Summit Materials, The Norwest Partners, Norwest Blackstone Partners Group Mezzanine Building Industry Partners, Kodiak Building Partners American Industrial Partners Howard Berger Company, Littlejohn & Company Centerbridge Partners, Masonite 8/1/2012 Lemieux Doors 1/21/2014 Alliance Steel 7/31/2012 Drew Foam 1/14/2014 7/17/2012 Dimex Coveright Surfaces (North American Operations) Grey Mountain Partners Pension Plan Arclin, Ontario Teachers' 6/30/2012 1/1/2014 Wilson Block Company Rockland Industrial Products Oberfields, The Anderson Group Lubar & Co 6/11/2012 12/31/2013 Laurel Aggregates Sound Seal 6/6/2012 12/19/2013 Wellnitz High Standard CorEnergy Infrastructure Trust, Kayne Hamilton Robinson Capital Partners Anderson Energy Development, Trilantic Capital Partners, VantaCore Partners Oberfields, The Anderson Group Nudo Products, RFE Investment Partners 5/31/2012 12/17/2013 Roofing Supply Group Janus International Clayton Dubilier & Rice Saw Mill Capital 5/17/2012 12/11/2013 Camino Modular Systems Arbors Direct Cornerstone Capital Partners, RFE Graham Partners, HB&G Building Investment Partners Products 5/16/2012 12/10/2013 Flanders (FLDR) Musselman Lumber FS Investment, Insight Equity BlackEagle Partners, Building Industry Partners, US LBM Holdings Thorpe Specialty Services Audax Group, Distribution International 11/27/2013 5/2/2012 California Products Metl-Span Delos Capital, Satori Capital Clayton Dubilier & Rice, NCI Building Systems 11/26/2013 4/21/2012 Roman Decorating AJ Brauer Stone Products Blue & Gray Enterprises, Salt Creek RAF Industries Capital 11/26/2013 4/18/2012 SCI Floor Covering Climatec Building Technologies Group Corridor Capital Pegasus Capital Advisors 11/14/2013 4/10/2012 InterWrap Lee Brass Quad-C Management The Reserve Group 5/3/2012 International, Oaktree Capital Associated Steel Group, Promus Equity Management Partners The Gladstone Companies Source: PitchBook 11/1/2013 4/9/2012 Demilec Prime Hardwoods Sun Capital Cedar CreekPartners Wholesale Lumber, Charlesbank Capital Partners 11/1/2013 3/26/2012 Home AcresDoors Building Baillargeon 3/12/2012 Lumber Products (Las Vegas Distribution CI Capital Partners, Foundation Centerbridge Partners, MasoniteBuilding Materials LLCOaktree Capital International, Management Leading Ridge Capital Partners, Rugby Architectural Building Products Supply www.tmcapital.com flooring, custom cabinetry, furniture and molding Provider of decking, railing and fencing solutions. The company Provider of electrical system components. The company offers composite decking, PVC decking, composite fencing, deck manufactures products such as pole contractor, transformers, railing and lighting capacitors and auxiliary switches Provider of floor covering services. The company manufactures three brands of carpet Manufacturer and distributor of custom interior products including: commercial wall coverings, wall protection systems and dryManufacturer provider of welded aluminum balcony railing eraseable walland coverings systems Manufacturer and provider of polymer siding and roofing materials. The company designs, manufactures, sells and installs polymer Distributor of flat glass, mirrors and shower doors. The company home-exterior products also distributes architectural glass with services including cutting, Distributor of specialtyand hardware, surfacing products, flooring and tempering, laminating insulating woodworking supplies and manufacturer laminatedroofing panels Manufacturer of custom engineered metalofbuildings, systems and components for the non-residential construction Manufacturer of custom wool carpets for architects and designers. industry The company of designs and manufactures made Manufacturer broadloom and carpet tilemachine productsand for hand commercial custom wool carpets and rug and residential interiors Manufacturer and wholesaler of concrete and building products Designer, manufacturer and importer of decorative carpets and custom rugs for the residential and commercial markets Provider of construction products and material including welding accessories, lumber and insulation products. Supplier of wholesale hardwood. The company offers hardwood flooring and decking and traditional hardwoods in a variety of Provider ofand home hardware products to the food and drug retail thickness grades markets Manufacturer of doors. The company offers indoor and outdoor French doors in various type of wood like ash, cherry, hemlock, Manufacturer of and metal and more related components for the construction pine, white pine many industry. The company's include frameinstructures, Manufacturer of specialtyproducts foams used primarily packagingpanel and structures and other components used in construction building applications NA NA $41.8 $27.5 NA NA NA NA NA NA NA NA $35.0 NA $184.3 NA NA NA $5.0 NA $10.0 NA NA NA NA NA NA NA $21.3 NA NA NA NA NA NA NA Producer of limestone aggregate products. The company provides Manufacturermaterials of commercial and architectural acoustic control construction such as stone slinger and stonesnoise with varied products specifications Producer of concrete block and masonry products Manufacturer and distributor of architectural insulated and veneer panels. The company offers panel systems, including insulated and veneer metal panels andand aluminum composite Distributor of residential commercial roofingpanels. products and Manufacturer of rolling doors and building components. related materials NA $27.0 NA $18.1 NA NA NA NA NA NA NA NA Manufacturer and distributor of access flooring, modular wiring and Manufacturer of custom sized fiberglass arbor and pergola kits. The underfloor air distribution products company offers its products for residential and commercial applications Manufacturer of air filters, air handling and containment systems Manufacturer and distributor of lumber and building materials. The company engages in the supply of lumber, engineered wood products,oftrusses, windows, doors, siding,and roofing, Provider industrial insulation, refractory acid pre-built masonrystairs and pre-hung doors products NA NA NA NA $192.0 NA NA NA NA NA NA $145.0 NA NA NA NA NA NA NA NA NA NA Manufacturer of laminated textiles. The company is a vertically Provider of brass casting products to plumbing industry integrated, global manufacturer of coated woven products and diverse multi-layer laminated reinforced plastic substrates NA NA NA NA Developer distributor of spray foam insulation material Provider of and of hardwoods, hardwood specialty products and premium lumber NA NA NA NA Provider of building materials to residential and commercial Manufacturer and provider of architectural, institutional, fire and NA NA NA $20.0 related interior products Producer of doors and hardwood moulding operations NA NA Manufacturer of extruded plastic products.flooring The company provides Provider of surface materials for furniture, and building plastic products for lawn and gardening, commercial matting, industries edging and control joint building products Manufacturer of blocks and pavers building products Manufacturer of laminated wood flooring Manufacturer of paints, coatings and sports surfacing systems. The company of provides architectural coatings, house paint and stains, Producer insulated metal panels for commercial, industrial and industrial maintenance coatings products cold storage buildings, as well asand roofsurface panels,preparation architectural panels and commercial panelling technology Manufacturer and distributor of adhesives, primers, strippers and The company also provides flagstone, field stone, landscape related items used in the application of wall coverings to products, marble, tiles and chopped white rock and cut stone for professional contractors home, patio and pools Distributor and installer of commercial and residential floor covering Provider of industrial and large commercial heating, ventilation and products air conditioning equipment contractors. The company - commercial 14 - wood doors offers drywall, steel framing, commercial and residential insulation products, gypsum wallboard and other 5/3/2012 Thorpe Specialty Services Audax Group, Distribution International Metl-Span Dubilier & Rice, NCI Building 5/2/2012 Products Building Industry Clayton Spotlight Provider of industrial insulation, refractory and acid masonry products Systems Producer of insulated metal panels for commercial, industrial and cold storage buildings, as well as roof panels, architectural panels and commercial panelling technology AJ Brauer Stone RAF Industries The company also provides flagstone, field stone, landscape Climatec Building Technologies Group Target Pegasus Capital Advisors 4/10/2012 4/1/2014 Lee BrassManagement and Gypsum Supply The AEAReserve InvestorsGroup Provider of of brass casting products toother plumbing industry Distributor drywall, acoustical and specialty building materials 4/9/2012 3/31/2014 Prime Jones Hardwoods Lumber Company Cedar CreekPartners, Wholesale Lumber, BlackEagle Building Industry Charlesbank Partners Partners, US Capital LBM Holdings 3/26/2012 3/26/2014 Baillargeon Doors American Hardwood Industries 3/12/2012 3/10/2014 Lumber Products (Las Hartland Controls Vegas Distribution Operations) NYI Building Products (Long Island Operations) Koroseal Interior Products Centerbridge Baillie LumberPartners, Masonite International, Oaktree Capital Management Leading Ridge Capital Partners, Rugby Incline EquityBuilding PartnersProducts Architectural 4/21/2012 NA NA NA M&A Activity $145.0 NA NA NA Deal Size NA Target Revenue NA $770.0 NA NA Provider of lumber of hardwoods, hardwood specialty and and Supplier of and building materials to theproducts South Florida premium lumber Caribbean markets NA NA NA NA Manufacturer provider of architectural, institutional, fire and Its Manufacturer and of lumber products using a variety of hardwoods. commercial wood doors products are used primarily in the remodeling market, including flooring, custom cabinetry, furniture and molding Producer of doors and hardwood moulding operations Provider of electrical system components. The company manufactures products such as pole contractor, transformers, capacitors auxiliary switchesmaterials and woodworking Provider of and building construction NA NA $20.0 NA NA NA NA NA NA NA NA NA Fabricator, seller and distributor of flat glass and acrylic products Manufacturer and provider of polymer siding and roofing materials. for the construction and glazing industries The company designs, manufactures, sells and installs polymer home-exterior products Manufacturer and seller of residential galvanized steel duct work in Distributor the U.S. of specialty hardware, surfacing products, flooring and woodworking supplies and manufacturer of laminated panels NA $41.8 NA $27.5 NA NA NA NA Provider of building materials, doors, millwork, trusses, and wall Manufacturer of custom wool carpets for architectswall andpanels, designers. panels. The company also provides pre-fabricated roof The flooring company designs and manufactures and material and lumbar material machine and hand made custom wool carpets and rug Provider of building materials, concrete stamps, driveway sealers & Manufacturer and wholesaler of concrete and building products caulks NA NA NA NA NA $184.3 NA NA NA NA products,Companies marble, tiles and chopped white rock Equity and cut stone for Figure 10: Acquisitions of North American Building Products by Private Firms (2012 – Present) home, patio and pools ($ 4/18/2012 in millions) Date Closed 3/5/2012 3/17/2014 2/24/2012 2/14/2014 Acquiror Leading Ridge Capital Partners, Rugby Architectural Building Products Peak Rock Capital Provider of industrial and large commercial heating, ventilation and air conditioning equipment Target Description supplies. The company provides caulks,interior sealants,adhesives, Manufacturer and distributor of custom products including: roofing nails wall and coverings, coating materials to the wholesale construction commercial wall protection systems and drytrades eraseable wall coverings Hawkins Glass Novik Wholesalers (Flat Glass Unit) Standex Air Distribution E.B. Bradley Company Products Consolidated Glass Holdings, Grey Clearview Capital Mountain Partners 2/8/2012 2/5/2014 Clermont Builders Supply Scott Group Custom Carpet American Builders Supply, Blue Wolf Keystone Capital Capital 1/13/2012 1/23/2014 A.R.T Concrete and Tool Alleyton Resource Supply 1/6/2012 1/23/2014 Weaber Jones Heartz Drywall Supply Carter-Waters, Pritzker Group Private Innovation Works, Silverhawk Capital Capital Partners, Summit Materials, The Blackstone Group Resilience Capital Partners Building Industry Partners, Kodiak Building Partners Manufacturer of lumber products Provider of construction products and material including welding accessories, lumber and insulation products. NA $5.0 1/23/2014 The Faucet Queens Howard Berger Company, Littlejohn & Company Provider of home hardware products to the food and drug retail markets NA NA Summary Statistics 1/21/2014 Alliance Steel Associated Steel Group, Promus Equity Partners Manufacturer of metal and related components for the construction industry. The company's products include frame structures, panel No. of Transactions structures and other components used in construction 2/22/2012 2/5/2014 Blue Wolf Capital PSP Capital Partners High Manufacturer of extruded plastic products. The company providesMean plastic products for lawn and gardening, commercial matting, Median Low edging and control joint building products Deal Size NA Target Revenue NA 18 7 $1,500.0 NA 327.6 164.6 5.0 $1,100.0 NA 230.5 27.5 0.3 NA NA Dimex Grey Mountain Partners Rockland Industrial Products Lubar & Co Manufacturer of laminated wood flooring 12/31/2013 Sound Seal Hamilton Robinson Capital Partners Manufacturer of commercial and architectural acoustic noise control products $27.0 $18.1 12/19/2013 High Standard Nudo Products, RFE Investment Partners NA NA 12/17/2013 Janus International Saw Mill Capital Manufacturer and distributor of architectural insulated and veneer panels. The company offers panel systems, including insulated and veneer metal panels and aluminum composite panels. Manufacturer of rolling doors and building components. NA NA 12/11/2013 Arbors Direct Graham Partners, HB&G Building Products NA NA 12/10/2013 Musselman Lumber BlackEagle Partners, Building Industry Partners, US LBM Holdings Manufacturer of custom sized fiberglass arbor and pergola kits. The company offers its products for residential and commercial applications Manufacturer and distributor of lumber and building materials. The company engages in the supply of lumber, engineered wood products, trusses, windows, doors, siding, roofing, pre-built stairs and pre-hung doors NA NA 11/27/2013 California Products Delos Capital, Satori Capital Manufacturer of paints, coatings and sports surfacing systems. The company provides architectural coatings, house paint and stains, industrial maintenance coatings and surface preparation products NA NA 11/26/2013 Roman Decorating Products Blue & Gray Enterprises, Salt Creek Capital Manufacturer and distributor of adhesives, primers, strippers and related items used in the application of wall coverings to professional contractors NA NA 11/26/2013 SCI Floor Covering Corridor Capital Distributor and installer of commercial and residential floor covering products NA NA 11/14/2013 InterWrap Quad-C Management Manufacturer of laminated textiles. The company is a vertically integrated, global manufacturer of coated woven products and diverse multi-layer laminated reinforced plastic substrates NA NA Developer and distributor of spray foam insulation material NA NA Provider of building materials to residential and commercial NA NA 1/14/2014 1/1/2014 Source: PitchBook 11/1/2013 Demilec Sun Capital Partners 11/1/2013 Home Acres Building CI Capital Partners, Foundation Building Materials LLC Supply www.tmcapital.com - contractors. 15 - The company offers drywall, steel framing, commercial and residential insulation products, gypsum wallboard and other related interior products Building Products Industry Spotlight M&A Activity Figure 11: Exits of U.S. Based Building Products Companies by Private Equity Firms (2012 – Present) ($ in millions) Date Closed Company (Exiting P.E. Sponsor) Exit Type Acquiror Company Description Deal Size Company Revenue Deal Size / Revenue Company EBITDA Deal Size / EBITDA NA NA NA NA NA Norment Security Group (Clearlake Capital Group, The Gores Group) Merger / Acquisition Cornerstone Detention Products Manufacturer of security products and related systems integration services for prisons and courthouses in the United States. Installed Building Products (Littlejohn & Company) IPO NA Manufactures, distributes and provides installation of building products for the commercial building industry including insulations, shower doors, mirrors, shelving and waterproofing $82.0 NA NA NA NA Continental Building Products (Lone Star Funds) IPO NA Manufactures plasterboard and other gypsum based products for construction, renovation and interior decoration $164.7 NA NA NA NA Norcraft Companies (Pfingsten Partners, L.L.C., Goense, Bounds & Partners) Alumicor Limited (Fulcrum Capital Partners Inc.) IPO NA Manufactures kitchen and bathroom cabinets; also offers stock and semi-custom frameless and framed products to dealers, distributors, decor centers and builders $102.4 $167.6 $0.6 $22.1 $4.6 Merger / Acquisition Apogee Enterprises, Inc. Manufactures and supplies architectural aluminum building envelope products for institutional, commercial, and industrial markets $52.0 NA NA NA NA Prestress Engineering (Aldine Capital Partners) Merger / Acquisition County Materials Corporation Manufactures concrete products for the railroad, highway, waterway and building construction industries including prestressed and precast bridge products, retention walls and sound barriers NA NA NA NA NA 9/6/2013 Masonite International (Centerbridge Partners) IPO NA Manufactures interior and exterior doors, door components and door entry systems for residential and commercial customers NA $1,731.1 NA $5.8 NA 8/20/2013 American Standard Brands (Sun Capital Partners) Merger / Acquisition Lixil Manufactures bath and kitchen products and accessories including fixtures, faucets, whirlpools and showers $542.0 NA NA NA NA 8/9/2013 Stock Building Supply (The Gores Group) IPO NA Provides building materials including trusses, wall panels, millwork and engineered wood as well as construction services to professional home builders and contractors $98.0 $1,197.0 $0.1 $12.8 $7.6 7/19/2013 Moncure Plywood (Atlas Holdings) Merger / Acquisition Boise Cascade Manufactures hardwood and softwood plywood used in the production of upholstered furniture frames $102.0 NA NA NA NA 6/26/2013 HD Supply (Bain Capital, Clayton Dubilier & Rice, The Carlyle Group, The Home Depot) IPO NA Provides maintenance and repair products for infrastructure, construction, maintenance and repair & remodel markets $957.5 NA NA NA NA 6/20/2013 WoodCrafters Home Products (Brookstone Partners) Merger / Acquisition MasterBrand Cabinets Manufacturer of home furniture products including: bathroom vanities, cultured marble, solid surface vanity tops, medicine cabinets, bath storage cabinets, and a variety of storage products $302.0 $230.0 $1.3 NA NA 6/3/2013 Thermafiber (Altus Capital Partners, Centerfield Capital Partners) Merger / Acquisition Owens Corning Manufactures mineral wool products for the insulation industry including perimeter high rise-fire containments, pokethroughs / penetrations and construction joint fire containments $41.0 NA NA NA NA 5/31/2013 Mitten Inc. (Graham Partners) Merger / Acquisition Ply Gem Industries, Inc. Manufacturer and provider of vinyl siding products. The company also offers siding and accessories for homes. $77.4 NA NA NA NA 5/23/2013 Ply Gem Industries (CI Capital Partners) IPO NA Manufactures specialty vinyl products including windows and doors, siding, wall and floor coverings for contractors, distributors and home-center retailers $331.6 $1,301.3 $0.3 $93.0 $3.6 3/19/2013 Expocrete Concrete Products Ltd. (Tricor Pacific Capital, Inc.) Merger / Acquisition Oldcastle Building Products Canada, Inc. Manufactures and markets concrete hardscape, masonry, and industrial precast products; it offers paving stones, walkway slabs, masonry units, yardscapes, garden walls, landscape / retaining walls and decorative walls NA NA NA NA NA BlueLinx (Cerberus Capital Management) Public Investment 2nd Offering NA Provides building blocks for residential and commercial construction material, remodeling and repair, manufactured and modular housing and homeowner projects $38.7 $2,152.0 $0.0 NA NA The Algoma Group (Industrial Opportunity Parnters) Merger / Acquisition Masonite International Manufactures and distributes customized architectural wooden doors for the commercial and institutional building markets NA NA NA NA NA Company EBITDA Deal Size / EBITDA 4/8/2014 2/13/2014 2/4/2014 11/7/2013 11/5/2013 10/16/2013 3/5/2013 4/23/2012 Summary Statistics Deal Size Source: PitchBook www.tmcapital.com - 16 - Company Revenue Deal Size / Revenue No. of Transactions 13 6 5 4 3 High Mean Median Low $957.5 222.4 102.0 38.7 $2,152.0 1,129.8 1,249.2 167.6 $1.3 0.5 0.3 0.0 $93.0 33.4 17.5 5.8 $7.6 5.3 4.6 3.6 Case Studies Building Products Industry Spotlight Case Study: Financial Sponsor Exit to Strategic Buyer Sun Capital Partners sells American Standard to LIXIL Corporation In August 2013, LIXIL Corporation, Japan’s largest building materials and housing equipment manufacturer, acquired 100% of the shares of ASD Americas Holding Corp. (“ASD”), the parent company of American Standard Brands from an affiliate of Sun Capital Partners, in a deal worth $542 million. Bloomberg news reported that Adjusted EBITDA for the 12 months ended May 2013 was $48.5 million, implying an TEV/ Adjusted LTM EBITDA multiple of over 11.0x. American Standard will remain headquartered in the United States and continue to operate all existing facilities. “American Standard will serve as a key platform for LIXIL as we continue to fulfill our ambitions to become a worldwide leader in the building materials and housing equipment market…this transaction will strengthen the brand and the company’s considerable manufacturing capabilities and technological best practices.” American Standard, a leading North American manufacturer of high quality kitchen and bath products, provides LIXIL with greater scale, improved manufacturing and an additional platform in the North American market. LIXIL has been extremely acquisitive over the past several years, expanding both its geographic reach and its product breadth. – Yoshiaki Fujimori President, LIXIL Corp. Following the acquisition of American Standard, LIXIL acquired German-based GROHE Group S.à r.l., for 3.0 billion euros, the largest ever German investment by a Japanese company. GROHE is Europe’s leading single-brand manufacturer of premium bathroom, shower and kitchen fittings. In December of 2011, LIXIL acquired Permasteelisa S.p.A., a global manufacturer of high-end curtain walls based in Italy for 575 million euros. Permasteelisa operates in 27 countries including Europe, Asia, North America and the Middle East. We expect to continue to see global building products companies buying strong brands to expand geographic presence and broaden product offerings. Case Study: Financial Sponsor Investment Ares and Ontario Teachers’ Pension Plan Acquire CPG International In October 2013, Ares Management LLC and Ontario Teachers’ Pension Plan acquired CPG International Inc. (“CPG”) from AEA Investors, LP for approximately $1.5 billion including approximately $500 million of debt. Headquartered in Scranton, PA, CPG is a manufacturer of highly engineered low-maintenance building materials designed to replace wood, metal and other traditional materials in a variety of building applications. CPG sells its products into the residential, commercial, and industrial markets under the brand names of AZEK, TimberTech, VYCOM, and Scranton Products. “CPG is recognized as an industry leader and innovator, and we are looking forward to participating in the company's success.” “CPG is recognized as an continued industry leader and innovator, and we are looking forward to – Bennett Rosenthal participating in the company's continued success.” Co-Head of Private Equity, Ares Management – Bennett Rosenthal Co-Head of Private Equity, Ares Management “We believe CPG is well-positioned for long-term growth as consumers continue to recognize the superior proposition offered by low-for long-term “We value believe CPG is well-positioned maintenance materials.” growth asbuilding consumers continue to recognize the superior value proposition offered by low– Jane Rowe maintenance building materials.” Senior Vice-President, Ontario Teachers' Private Capital – Jane Rowe and Infrastructure Senior Vice-President, Ontario Teachers' Private Capital and Infrastructure www.tmcapital.com - 17 - Under AEA, CPG had executed five acquisitions and invested over $55 million in capacity expansion projects. AEA helped grow CPG from approximately $220 million in revenue in 2005 to over $500 million, despite the housing downturn and economic recession. The acquisition of CPG represents one of the larger bets on a housing recovery by a large investment firm. As mentioned throughout our report, private equity companies have a renewed interest in the building products market and are looking to take advantage of the ongoing rebound. Building Products Industry Spotlight Valuation Considerations Valuation Considerations The charts below depict the valuation metrics and stock performance of the Building Products industry by major segment. In general, consumer-facing companies with a strong brand name trade at a premium to more commoditized companies that rely heavily on raw material inputs (i.e. insulation and building boards). Other key factors include size, recent and projected growth trends and EBITDA margins. TEV / EBITDA multiples have increased steadily over the past five years, growing from a range of 6.0x-8.0x in December 2008 to a range of 10.0x-16.0x today. Forward multiples suggest that investors expect the housing market rebound to accelerate in 2014. Additionally, each Building Products category has outperformed the S&P 500 over the past five years, with returns ranging from 140.0%-330.0%. Figure 12: Guideline Public Company TEV / EBITDA Multiples 20.0x 15.0x 14.8x 11.7x 11.2x 10.0x 8.6x 10.6x 11.3x 9.5x 12.9x 10.3x 9.8x 13.2x 12.2x 9.7x 10.2x 8.4x 8.9x 10.0x 11.9x 12.2x 10.3x 10.2x 8.6x 8.2x 7.9x 5.0x 0.0x LTM 2014E 2015P Windows & Doors and Cabinetry 2014E 2015P LTM 2014E Plumbing & Hardware LTM 2014E 2015P HVAC & Lighting LTM 2014E 2015P Surfaces LTM 2014E 2015P LTM Roofing, Siding & Insulation 2014E 2015P Materials LTM 2014E 2015P Distributors LTM 2014E 2015P TM Capital Building Products Index Figure 13: Historical TEV / EBITDA Multiples 20.0x Windows & Doors and Cabinetry Distributors Surfaces Materials HVAC & Lighting Plumbing & Hardware Roofing, Siding & Insulation S&P 500 18.0x 16.0x 14.0x 12.0x 10.0x 8.0x 6.0x 4.0x 2.0x 0.0x Dec-08 May-09 Sep-09 Feb-10 Jun-10 Nov-10 Mar-11 Aug-11 Dec-11 May-12 Sep-12 Feb-13 Jun-13 Nov-13 Feb-14 Figure 14: 5-Year Stock Performance 500.0% 400.0% Surfaces Windows & Doors and Cabinetry Plumbing & Hardware Distributors HVAC & Lighting S&P 500 Materials Roofing, Siding & Insulation 300.0% 200.0% 100.0% 0.0% (100.0%) Apr-09 Aug-09 Jan-10 Jun-10 Oct-10 Mar-11 Jul-11 Dec-11 Apr-12 Aug-12 Jan-13 Jun-13 Oct-13 Mar-14 Source: Capital IQ, TM Capital www.tmcapital.com - 18 - Appendix Building Products Industry Spotlight Appendix Selected Public Companies – Windows & Doors and Cabinetry ($ in millions) Company Enterprise Value Revenue 2014E LTM 2015P EBITDA 2014E LTM 2015P Enterprise Value / EBITDA LTM 2014E 2015P Revenue Growth 5 yr. CAGR 2014E EBITDA Margins LTM 2014E American Woodmark Corp. Assa Abloy AB Fortune Brands Home & Security, Inc. Masco Corporation Masonite International Corporation Norcraft Companies, Inc. PGT, Inc. Ply Gem Holdings, Inc $396 21,221 6,822 10,002 1,937 416 553 1,621 $709 7,322 4,157 8,173 1,731 340 239 1,366 $726 8,189 4,660 8,828 1,854 374 287 1,523 $805 8,689 5,123 9,558 2,048 406 329 1,735 $44 1,189 474 894 90 35 36 106 $52 1,520 616 1,063 150 52 49 122 $67 1,661 742 1,245 210 61 67 182 9.0x 17.8 14.4 11.2 21.6 11.8 15.3 15.3 7.6x 14.0 11.1 9.4 12.9 8.1 11.3 13.3 5.9x 12.8 9.2 8.0 9.2 6.8 8.2 8.9 0.9% 11.2% NA (2.9%) (0.7%) 0.5% 1.8% 3.1% 15.1% 8.6% 12.1% 8.0% 7.1% 10.1% 19.8% 11.5% 6.2% 16.2% 11.4% 10.9% 5.2% 10.4% 15.1% 7.7% 7.2% 18.6% 13.2% 12.0% 8.1% 13.8% 17.0% 8.0% Median Mean $1,779 5,371 $1,548 3,005 $1,688 3,305 $1,891 3,587 $98 358 $136 453 $196 529 14.8x 14.5 11.2x 10.9 8.6x 8.6 0.9% 2.0% 10.8% 11.5% 10.7% 10.4% 12.6% 12.2% Revenue Selected Public Companies – Plumbing & Hardware ($ in millions) Company Assa Abloy AB Fortune Brands Home & Security, Inc. Ingersoll-Rand Plc Masco Corporation Mueller Water Products, Inc. Newell Rubbermaid Inc. Rexnord Corporation Richelieu Hardware Ltd. Spectrum Brands Holdings, Inc. Stanley Black & Decker, Inc. Toto Ltd. Tyman plc Villeroy & Boch AG Watts Water Technologies, Inc. Median Mean Enterprise Value LTM Revenue 2014E 2015P LTM EBITDA 2014E 2015P Enterprise Value / EBITDA LTM 2014E 2015P Revenue Growth 5 yr. CAGR 2014E EBITDA Margins LTM 2014E $21,221 6,822 17,722 10,002 2,000 9,985 4,596 851 7,332 16,666 4,509 988 393 2,099 $7,322 4,157 12,351 8,173 1,133 5,693 2,053 542 4,316 11,001 5,104 501 1,028 1,474 $8,189 4,660 12,856 8,828 1,133 5,837 2,096 573 4,316 11,472 5,317 595 1,067 1,544 $8,689 5,123 13,528 9,558 1,210 6,062 2,245 609 4,435 12,032 5,310 637 1,107 1,630 $1,189 474 1,477 894 162 913 392 64 631 1,528 580 64 75 184 $1,520 616 1,724 1,063 162 961 418 70 631 1,700 608 91 103 216 $1,661 742 1,919 1,245 197 1,026 457 77 726 1,812 593 102 111 241 17.8x 14.4 12.0 11.2 12.3 10.9 11.7 13.3 11.6 10.9 7.8 15.5 5.3 11.4 14.0x 11.1 10.3 9.4 12.3 10.4 11.0 12.2 11.6 9.8 7.4 10.8 3.8 9.7 12.8x 9.2 9.2 8.0 10.1 9.7 10.0 11.1 10.1 9.2 7.6 9.7 3.5 8.7 11.2% NA (1.1%) (2.9%) (9.6%) (2.5%) 1.6% 9.4% 11.0% 20.0% 0.1% 4.9% (2.7%) 0.6% 8.6% 12.1% 4.1% 8.0% 1.1% 2.5% 4.5% 3.5% 5.6% 4.3% 5.1% 20.5% 4.0% 4.8% 16.2% 11.4% 12.0% 10.9% 14.3% 16.0% 19.1% 11.8% 14.6% 13.9% 11.4% 12.8% 7.3% 12.5% 18.6% 13.2% 13.4% 12.0% 14.3% 16.5% 19.9% 12.2% 14.6% 14.8% 11.4% 15.4% 9.7% 14.0% $5,709 7,513 $4,237 4,632 $4,488 4,892 $4,779 5,155 $527 616 $612 706 $660 779 11.7x 11.9 10.6x 10.3 9.5x 9.2 0.6% 3.1% 4.7% 6.3% 12.6% 13.2% 14.1% 14.3% Revenue Selected Public Companies – HVAC & Lighting ($ in millions) Enterprise Value LTM Revenue 2014E 2015P LTM EBITDA 2014E 2015P Acuity Brands, Inc. Daikin Industries Ltd. Eaton Corporation plc Hubbell Inc. Ingersoll-Rand Plc Johnson Controls Inc. Koninklijke Philips N.V Lennox International, Inc. Nortek Inc. Schneider Electric S.A. United Technologies Corp. $5,298 21,928 43,124 6,715 17,722 37,931 33,395 4,751 2,278 56,607 125,749 $2,242 16,451 22,046 3,184 12,351 43,216 32,176 3,226 2,288 32,482 62,626 $2,242 17,428 22,831 3,375 12,856 43,216 32,882 3,369 2,368 35,248 65,177 $2,382 18,489 24,151 3,576 13,528 43,672 34,702 3,584 2,455 37,109 68,609 $324 2,134 3,307 574 1,477 3,875 4,091 354 211 5,207 11,134 $324 2,007 3,764 622 1,724 3,875 4,712 419 266 5,679 12,186 $355 2,228 4,238 674 1,919 3,847 5,242 474 294 6,229 13,033 16.3x 10.3 13.0 11.7 12.0 9.8 8.2 13.4 10.8 10.9 11.3 16.3x 10.9 11.5 10.8 10.3 9.8 7.1 11.3 8.6 10.0 10.3 14.9x 9.8 10.2 10.0 9.2 9.9 6.4 10.0 7.8 9.1 9.6 0.6% 1.1% 7.5% 3.3% (1.1%) 2.3% (2.7%) (1.4%) 0.2% 4.9% 1.2% 7.3% 27.2% 3.6% 6.0% 4.1% 1.1% 2.4% 5.3% NA 8.7% 4.1% 14.5% 13.0% 15.0% 18.0% 12.0% 9.0% 12.7% 11.0% 9.2% 16.0% 17.8% 14.5% 11.5% 16.5% 18.4% 13.4% 9.0% 14.3% 12.4% NA 16.1% 18.7% Median Mean $21,928 32,318 $16,451 21,117 $17,428 21,908 $18,489 22,932 $2,134 2,972 $2,007 3,234 $2,228 3,503 11.3x 11.6 10.3x 10.6 9.8x 9.7 1.1% 1.4% 4.7% 7.0% 13.0% 13.5% 14.4% 14.5% Company Enterprise Value / EBITDA LTM 2014E 2015P Revenue Growth 5 yr. CAGR 2014E EBITDA Margins LTM 2014E Revenue Selected Public Companies – Surfaces ($ in millions) Company Enterprise Value Armstrong World Industries, Inc. $3,879 CaesarStone Sdot-Yam Ltd. 1,852 Headwaters Incorporated 1,323 Interface Inc. 1,463 Internacional de Cerámica, S.A.B. de C.V. 491 Louisiana-Pacific Corp. 2,262 Mohawk Industries Inc. 12,033 Panariagroup Industrie Ceramiche S.p.A. 230 Tarkett S.A. 2,886 The Dixie Group, Inc. 319 Trex Co. Inc. 1,261 Median Mean $1,463 2,546 LTM Revenue 2014E 2015P EBITDA 2014E $2,720 357 719 960 512 2,085 7,349 381 3,471 345 343 $2,830 425 719 1,040 NA 2,189 8,145 390 3,478 394 397 $3,048 499 781 1,133 NA 2,625 8,672 427 3,640 425 460 $283 91 109 113 58 273 999 13 387 24 41 $412 112 109 150 NA 275 1,207 33 424 NA 90 $495 136 136 175 NA 448 1,352 39 464 NA 115 13.7x 20.3 12.1 12.9 8.5 8.3 12.0 17.9 7.4 13.3 31.0 9.4x 16.6 12.1 9.7 NA 8.2 10.0 7.0 6.8 NA 14.0 7.8x 13.7 9.7 8.4 NA 5.1 8.9 6.0 6.2 NA 11.0 (4.3%) NA (4.5%) (2.4%) 4.7% 8.6% 1.5% (3.7%) 3.7% 4.1% 0.8% 4.0% 19.1% 2.3% 8.3% NA 5.0% 10.8% 2.6% NA 14.1% 15.8% 10.4% 25.6% 15.2% 11.8% 11.3% 13.1% 13.6% 3.4% 11.2% 6.9% 11.9% 14.6% 26.3% 15.2% 14.5% NA 12.6% 14.8% 8.5% NA NA 22.7% $719 1,749 $879 2,001 $957 2,171 $109 217 $150 313 $175 373 12.9x 14.3 9.7x 10.4 8.4x 8.5 1.1% 0.8% 8.3% 9.1% 11.8% 12.2% 14.7% 16.1% LTM Source: Capital IQ. As of April 11, 2014 www.tmcapital.com - 19 - 2015P Enterprise Value / EBITDA LTM 2014E 2015P Revenue Growth 5 yr. CAGR 2014E EBITDA Margins LTM 2014E Revenue Building Products Industry Spotlight Appendix Appendix (cont.) Selected Public Companies – Roofing, Siding & Insulation ($ in millions) Enterprise Value LTM Revenue 2014E 2015P Carlisle Companies Incorporated Compagnie de Saint-Gobain James Hardie Industries plc Louisiana-Pacific Corp. Owens Corning Ply Gem Holdings, Inc $5,022 44,387 5,495 2,262 6,952 1,621 $2,943 57,962 1,444 2,085 5,295 1,366 $3,148 58,133 1,481 2,189 5,592 1,523 $3,393 60,603 1,710 2,625 5,964 1,735 $479 5,604 289 273 700 106 $533 6,171 316 275 833 122 $585 6,889 392 448 959 182 10.5x 7.9 19.0 8.3 9.9 15.3 9.4x 7.2 17.4 8.2 8.3 13.3 8.6x 6.4 14.0 5.1 7.3 8.9 0.5% (1.1%) (2.1%) 8.6% (2.0%) 3.1% 7.0% 0.4% 12.1% 5.0% 5.6% 11.5% 16.3% 9.7% 20.0% 13.1% 13.2% 7.7% 16.9% 10.6% 21.3% 12.6% 14.9% 8.0% Median Mean $5,258 10,956 $2,514 11,849 $2,668 12,011 $3,009 12,672 $384 1,242 $424 1,375 $517 1,576 10.2x 11.8 8.9x 10.6 7.9x 8.4 (0.3% ) 1.2% 6.3% 6.9% 13.1% 13.3% 13.7% 14.1% Company EBITDA 2014E LTM 2015P Enterprise Value / EBITDA LTM 2014E 2015P Revenue Growth 5 yr. CAGR 2014E EBITDA Margins LTM 2014E Revenue Selected Public Companies – Materials ($ in millions) Enterprise Value LTM Revenue 2014E 2015P EBITDA 2014E 2015P Architectural Paint Masco Corporation PPG Industries Inc. The Sherwin-Williams Company The Valspar Corporation $10,002 29,549 20,759 7,560 $8,173 15,636 10,385 4,185 $8,828 15,402 11,098 4,185 $9,558 16,162 11,819 4,420 $894 2,392 1,342 641 $1,063 2,399 1,495 641 $1,245 2,569 1,741 688 11.2x 12.4 15.5 11.8 9.4x 12.3 13.9 11.8 8.0x 11.5 11.9 11.0 (2.9%) (1.0%) 5.0% 3.3% 8.0% 1.9% 9.0% 2.0% 10.9% 15.3% 12.9% 15.3% 12.0% 15.6% 13.5% 15.3% Median Mean $15,380 16,967 $9,279 9,595 $9,963 9,878 $10,689 10,490 $1,118 1,317 $1,279 1,399 $1,493 1,561 12.1x 12.7 12.1x 11.9 11.2x 10.6 1.2% 1.1% 5.0% 5.2% 14.1% 13.6% 14.4% 14.1% Building Boards International Paper Company Louisiana-Pacific Corp. Norbord, Inc. Weyerhaeuser Co. $30,031 2,262 1,582 20,917 $29,080 2,085 1,343 8,529 $29,232 2,189 1,326 8,903 $29,766 2,625 1,470 9,567 $3,760 273 286 1,613 $4,492 275 200 1,799 $4,797 448 296 2,100 8.0x 8.3 5.5 13.0 6.7x 8.2 7.9 11.6 6.3x 5.1 5.3 10.0 3.2% 8.6% 7.3% 1.0% 0.5% 5.0% (1.3%) 4.4% 12.9% 13.1% 21.3% 18.9% 15.4% 12.6% 15.1% 20.2% Median Mean $11,590 13,698 $5,307 10,259 $5,546 10,412 $6,096 10,857 $950 1,483 $1,037 1,691 $1,274 1,910 8.1x 8.7 8.1x 8.6 5.8x 6.7 5.3% 5.0% 2.5% 2.1% 16.0% 16.6% 15.2% 15.8% Flat Glass Apogee Enterprises, Inc. Asahi Glass Co. Ltd. Central Glass Co. Ltd. CRH plc Nippon Sheet Glass Co., Ltd. PPG Industries Inc. $879 11,457 964 25,399 5,239 29,549 $771 12,868 1,812 24,869 5,728 15,636 $893 13,314 1,847 25,940 5,821 15,402 $999 13,603 1,817 27,599 6,045 16,162 $67 2,102 132 1,481 423 2,392 $93 2,038 166 2,376 428 2,399 $131 2,055 174 2,785 620 2,569 13.2x 5.4 7.3 17.1 12.4 12.4 9.4x 5.6 5.8 10.7 12.2 12.3 6.7x 5.6 5.5 9.1 8.4 11.5 (3.6%) (4.7%) (1.0%) (3.2%) (8.6%) (1.0%) 15.7% 6.1% 0.3% 4.5% 5.2% 1.9% 8.7% 16.3% 7.3% 6.0% 7.4% 15.3% 10.5% 15.3% 9.0% 9.2% 7.3% 15.6% Median Mean $8,348 12,248 $9,298 10,281 $9,567 10,536 $9,824 11,037 $952 1,100 $1,233 1,250 $1,338 1,389 12.4x 11.3 10.1x 9.3 7.6x 7.8 (3.4% ) (3.7% ) 4.8% 5.6% 8.0% 10.2% 9.8% 11.1% Other Materials BlueScope Steel Limited Compagnie de Saint-Gobain Eagle Materials Inc. Fletcher Building Ltd. Gibraltar Industries, Inc. Insteel Industries Inc. NCI Building Systems Inc. Owens Corning Quanex Building Products Corporation Simpson Manufacturing Co., Inc. USG Corporation Vulcan Materials Company $3,931 44,387 4,721 7,132 660 418 1,417 6,952 733 1,368 6,059 10,792 $7,082 57,962 868 7,203 828 374 1,321 5,295 969 706 3,570 2,771 $7,668 58,133 918 7,517 867 374 1,321 5,592 668 764 3,944 2,868 $8,322 60,603 1,135 7,959 921 401 1,420 5,964 676 836 4,382 3,122 $319 5,604 217 667 75 29 42 700 54 112 416 459 $567 6,171 280 728 87 29 42 833 59 136 608 579 $702 6,889 402 805 99 40 86 959 76 159 756 739 12.3x 7.9 21.8 10.7 8.8 14.4 33.8 9.9 13.6 12.2 14.6 23.5 6.9x 7.2 16.8 9.8 7.6 14.4 33.8 8.3 12.3 10.1 10.0 18.6 5.6x 6.4 11.7 8.9 6.7 10.4 16.4 7.3 9.6 8.6 8.0 14.6 (7.8%) (1.1%) (3.0%) 4.1% (3.5%) 0.6% (5.8%) (2.0%) 1.9% 0.9% (5.0%) (5.4%) 14.9% 0.4% 42.9% 14.1% 4.8% 2.7% 1.0% 5.6% (29.9%) 8.2% 10.5% 3.5% 4.5% 9.7% 25.0% 9.3% 9.1% 7.7% 3.2% 13.2% 5.6% 15.9% 11.7% 16.6% 7.4% 10.6% 30.5% 9.7% 10.0% 7.7% 3.2% 14.9% 8.9% 17.8% 15.4% 20.2% Median Mean $4,326 7,381 $2,046 7,412 $2,095 7,553 $2,271 7,979 $268 724 $424 843 $552 976 13.0x 15.3 10.0x 13.0 8.7x 9.5 (2.5% ) (2.2% ) 5.2% 6.6% 9.5% 10.9% 10.3% 13.0% Median Mean $9,969 12,574 $7,293 9,387 $7,556 9,595 $7,960 10,091 $951 1,156 $1,135 1,296 $1,306 1,459 12.2x 12.0 10.0x 10.7 8.2x 8.6 (0.6% ) 0.1% 4.9% 4.9% 11.8% 12.8% 12.3% 13.5% Company LTM Enterprise Value / EBITDA LTM 2014E 2015P Revenue Growth 5 yr. CAGR 2014E EBITDA Margins LTM 2014E Revenue Selected Public Companies – Distributors ($ in millions) Enterprise Value LTM Revenue 2013E 2014P Beacon Roofing Supply, Inc. Boise Cascade Company Builders FirstSource, Inc. HD Supply Holdings, Inc. SIG plc Stock Building Supply Holdings, Inc. Pool Corp. Watsco Inc. Wolseley plc $1,967 1,242 1,151 10,408 2,256 559 2,917 3,874 16,152 $2,279 3,273 1,490 8,487 4,568 1,197 2,116 3,792 22,502 $2,279 3,813 1,771 9,126 4,545 1,420 2,250 4,012 22,502 $2,420 4,363 2,070 9,934 4,787 1,720 2,433 4,284 22,287 $157 138 57 707 202 24 182 294 1,362 $157 180 100 874 237 51 206 303 1,362 $184 224 140 1,021 284 83 235 347 1,487 12.5x 9.0 20.1 14.7 11.2 23.6 16.1 13.2 11.9 12.5x 6.9 11.5 11.9 9.5 11.1 14.2 12.8 11.9 10.7x 5.6 8.2 10.2 7.9 6.7 12.4 11.2 10.9 4.7% NA 8.5% NA 0.3% NA 3.1% 17.1% (7.4%) 1.7% 16.5% 18.9% 7.5% 0.9% 18.6% 8.2% 7.2% 12.7% 6.9% 4.2% 3.8% 8.3% 4.4% 2.0% 8.6% 7.7% 6.1% 6.9% 4.7% 5.7% 9.6% 5.2% 3.6% 9.1% 7.6% 6.1% Median Mean $2,256 4,503 $3,273 5,523 $3,813 5,747 $4,284 6,033 $182 347 $206 385 $235 445 13.2x 14.7 11.9x 11.4 10.2x 9.3 3.9% 4.4% 8.2% 10.2% 6.1% 5.8% 6.1% 6.5% Company EBITDA 2013E LTM Source: Capital IQ. As of April 11, 2014 www.tmcapital.com - 20 - 2014P Enterprise Value / EBITDA LTM 2013E 2014P Revenue Growth 5 yr. CAGR 2013E EBITDA Margins LTM 2013E Revenue Contact Information Building Products Industry Spotlight TM Capital’s Industrial Team W. Gregory Robertson Managing Director (212) 809-1410 [email protected] Paul R. Smolevitz Managing Director (212) 809-1416 [email protected] Michael S. Goldman Managing Director (212) 809-1419 [email protected] Jerome S. Romano Managing Director (617) 259-2206 [email protected] Andy B. Krna Associate (212) 809-1442 [email protected] Vidur Kapur Analyst (212) 809-1422 [email protected] TM Capital Corp. Disclaimer The information and opinions in this report were prepared by TM Capital Corp. (“TM”). The information herein is believed by TM to be reliable but TM makes no representation as to the accuracy or completeness of such information. There is no guarantee that the views and opinions expressed in this communication will come to pass. TM may provide, may have provided or may seek to provide advisory services to one or more companies mentioned herein. 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