JELD-WEN Announces Purchase Agreement for Towanda, PA Facility as a Result of Court-Ordered Divestiture Process

Rhea-AI Summary

JELD-WEN Holding has announced the sale of its Towanda, Pennsylvania facility to Woodgrain Inc. for approximately $115 million, following a court-ordered divestiture process. The transaction is expected to close by December 31, 2024.

The company estimates the sale will result in an annual reduction of $150-200 million in revenue and $25-50 million in EBITDA during the first twelve months post-closing. JELD-WEN anticipates a non-cash pre-tax impairment charge of $25-35 million, with the divestiture expected to be neutral to net debt leverage.

Positive

• Sale proceeds of approximately $115 million from Towanda facility divestiture
• Net debt leverage expected to remain neutral post-transaction

Negative

• Annual revenue reduction of $150-200 million expected
• EBITDA reduction of $25-50 million anticipated in first 12 months
• Non-cash pre-tax impairment charge of $25-35 million expected
• Court-mandated forced sale of productive asset

Insights

Financial Analyst

The court-ordered divestiture of JELD-WEN's Towanda facility to Woodgrain for $115 million represents a significant financial impact for the company. The transaction will result in an estimated annual revenue reduction of $150-200 million and EBITDA decrease of $25-50 million. The expected non-cash pre-tax impairment charge of $25-35 million further impacts the financial outlook. While the deal is projected to be neutral to net debt leverage, the loss of this revenue stream and EBITDA contribution could pressure operational margins. The uncertainty around customer contract assignments and transition services adds complexity to accurately forecasting the full financial implications.

Legal Expert

This court-ordered divestiture represents a notable regulatory enforcement action in the building products industry. The forced sale following legal proceedings signals potential antitrust concerns and market concentration issues. The implementation of transition services and supply agreements suggests a complex unwinding process designed to maintain market stability. The unprecedented nature of this legal proceeding, as noted by management, could set important precedents for future antitrust enforcement in manufacturing sectors. The structured divestiture process and inclusion of customer contract assignments demonstrates regulatory focus on preserving competition and customer relationships.

JELD-WEN Proceeds to Close Divestiture Transaction

CHARLOTTE, N.C., Dec. 16, 2024 /PRNewswire/ -- JELD-WEN Holding, Inc. (NYSE: JELD) ("JELD-WEN" or the "Company"), a leading global manufacturer of building products, today announced that, in compliance with the court-ordered divestiture of its Towanda, Pennsylvania business and related assets (collectively, "Towanda"), JELD-WEN has entered into an asset purchase agreement for the sale of Towanda to Woodgrain Inc. ("Woodgrain") for approximately $115 million, subject to certain adjustments and closing conditions.

"After many years of working through the court-ordered divestiture of Towanda, we have now reached an important inflection point in this process. We continue to evaluate our options in this unprecedented legal proceeding, but following a thorough review, we have concluded that it is in the best interest of the Company and its stakeholders to proceed with closing the transaction at this time. Regardless, JELD-WEN is well positioned to continue to service and supply its door customers at the high level they have come to expect from us," said Chief Executive Officer William J. Christensen.

"While we are disappointed with the court ruling, we remain fully committed to advancing our transformation efforts to solidify our strong and resilient foundation. We will persist in investing in our business, focusing on initiatives that drive both cost reductions and sustainable growth," said Mr. Christensen.

"Through this transformation, we see significant opportunities for self-driven improvements that will enhance our operations and position us for long-term success. I am confident that JELD-WEN has a bright future ahead, and we are dedicated to taking the necessary steps to unlock our full potential," concluded Mr. Christensen.

Given the uncertainty around volumes related to the assignment of customer contracts and our obligations within transition services and supply agreements, the precise future financial impact to JELD-WEN is unclear. However, based on management's best estimates at this time, the Company believes that the sale of Towanda would result in an annual reduction of approximately $150 million to $200 million of revenue and approximately $25 million to $50 million of EBITDA during the twelve months following the closing of the divestiture. We expect a non-cash pre-tax impairment charge of approximately $25 million to $35 million and expect the divestiture to be approximately neutral to net debt leverage.

Under the court-ordered asset purchase agreement, the sale of Towanda is currently expected to close as early as December 31, 2024.

About JELD-WEN, Inc.
JELD-WEN Holding, Inc. (NYSE: JELD) is a leading global designer, manufacturer and distributor of high-performance interior and exterior doors, windows, and related building products serving the new construction and repair and remodeling sectors. Based in Charlotte, North Carolina, the company operates facilities in 15 countries in North America and Europe and employs approximately 18,000 associates dedicated to bringing beauty and security to the spaces that touch our lives. The JELD-WEN family of brands includes JELD-WEN® worldwide, LaCantina® and VPI™ in North America, and Swedoor® and DANA® in Europe. For more information, visit corporate.JELD-WEN.com or follow LinkedIn.

Forward Looking Statements 
This press release includes forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identified by our use of forward-looking terminology, including the terms "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "seek," or "should," and, in each case, their negative or other various or comparable terminology. These forward-looking statements are based upon the company's current plans, assumptions, beliefs, and expectations. Forward-looking statements are subject to the occurrence of many events outside of the company's control. The Company's actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including, but not limited to: the possibility that the transaction may not be completed in a timely manner or at all; the outcome of any motion to vacate the divestiture order, any objection to the court-ordered divestiture, and any related appeals; third-party costs incurred by the Company related to the transaction; risks and uncertainties related to the Company's current financial expectations and projections; and other factors discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2023 and other filings with the U.S. Securities and Exchange Commission.

Media Contact: 
JELD-WEN Holding, Inc.
Melissa Farrington
Vice President, Enterprise Communications
262-350-6021
Mfarrington@jeldwen.com 

Investor Relations Contact: 
James Armstrong
Vice President, Investor Relations
704-378-5731
jarmstrong@jeldwen.com 

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SOURCE JELD-WEN Holding, Inc.

FAQ

How much is JELD-WEN selling its Towanda facility for?

JELD-WEN is selling its Towanda facility to Woodgrain Inc. for approximately $115 million, subject to certain adjustments and closing conditions.

What is the expected revenue impact of JELD's Towanda facility sale?

The sale is expected to reduce JELD-WEN's annual revenue by $150-200 million during the twelve months following the closing of the divestiture.

When will JELD-WEN's Towanda facility sale close?

The sale is expected to close as early as December 31, 2024.

What is the expected EBITDA impact from JELD's Towanda divestiture?

JELD-WEN expects an EBITDA reduction of approximately $25-50 million during the twelve months following the closing.

How will the Towanda sale affect JELD-WEN's net debt leverage?

The divestiture is expected to be approximately neutral to JELD-WEN's net debt leverage.