QXO Inc - QXO STOCK NEWS

QXO (NYSE: QXO) has announced an all-cash tender offer to acquire Beacon Roofing Supply (Nasdaq: BECN) for $124.25 per share, representing a 37% premium above Beacon's 90-day unaffected volume-weighted average price of $91.02 per share as of November 15, 2024. The total transaction enterprise value is approximately $11 billion.

The tender offer will expire in 20 business days, and QXO intends to complete the acquisition promptly afterward. The proposed transaction has no contingencies related to financing or due diligence. QXO expects the waiting periods under the Hart-Scott-Rodino Act and the Canadian Competition Act to expire or be waived by the tender offer's expiration.

Beacon (NASDAQ: BECN) has rejected an unsolicited, non-binding proposal from QXO, Inc. to acquire all outstanding shares at $124.25 per share in cash. The proposal, received on November 11, 2024, was unanimously rejected by Beacon's Board as it significantly undervalues the company and its growth prospects.

Despite QXO's claims, Beacon made multiple attempts to engage, offering a standard non-disclosure agreement (NDA) to share confidential management projections. However, QXO refused to engage or improve its initial proposal. Beacon highlighted its strong performance, noting total shareholder returns of over 200% during the past five years under current management.

The company plans to hold an Investor Day on March 13, 2025, where it will present its 2028 long-term targets and discuss its next growth phase. J.P. Morgan is serving as financial advisor, with Sidley Austin LLP and Simpson Thacher and Bartlett LLP as legal advisors.

QXO has announced a proposal to acquire Beacon Roofing Supply for $124.25 per share in cash, representing a total transaction value of approximately $11 billion. The offer represents a 37% premium above Beacon's 90-day unaffected volume-weighted average price of $91.02.

The proposal, initially submitted on November 11, 2024, includes no financing contingency, with QXO having approximately $5 billion in cash and secured financing commitments. The offer represents significant premiums: 26% to Beacon's unaffected price of $98.75, 17% premium to Beacon's unaffected all-time high of $105.84, and a 3.0x premium to Beacon's historical enterprise value to EBITDA multiple.

Despite multiple attempts to engage since July 2024, QXO reports that Beacon's Board has been resistant to substantive discussions, implementing what QXO describes as anti-shareholder actions to prevent the transaction's consideration.

QXO (Nasdaq: QXO) has announced its decision to transfer its common stock listing from the Nasdaq Stock Market to the New York Stock Exchange (NYSE), while maintaining its ticker symbol QXO. The transition is scheduled for January 17, 2025, marked by Chairman and CEO Brad Jacobs ringing the Opening Bell.

The company aims to establish itself as a technology-driven leader in the $800 billion building products distribution industry. Jacobs expressed confidence in replicating the success of his previous NYSE-listed companies, which have historically delivered significant shareholder value.

QXO reported Q3 2024 financial results with a loss of $0.01 per share. Total revenue decreased 2.0% to $13.16 million, with software product revenue up 6.2% to $3.03 million and service revenue down 4.2% to $10.13 million. The company posted net income of $17.1 million, including $57.0 million in interest income. Adjusted EBITDA was negative $11.47 million compared to positive $665,000 in Q3 2023. QXO completed private placements raising $4.1 billion, increasing outstanding shares to 409.4 million. The company holds $5.04 billion in cash with no debt.

QXO has appointed Ashwin Rao as Chief Artificial Intelligence Officer to lead the company's AI initiatives in the $800 billion building products distribution industry. Rao, previously head of AI at Target (2016-2022), brings over 30 years of experience in technological innovation. At Target, he led development of mathematical models for various business functions. His background includes roles at Goldman Sachs and Morgan Stanley, along with a doctorate in theoretical computer science. He will focus on implementing AI across QXO's operations, including demand forecasting, inventory management, and e-commerce.

QXO reported its Q2 2024 results, showing mixed performance. Total revenue increased to $14.54 million, up from $13.26 million in Q2 2023. However, the company swung to a net loss of $591,000 ($9.93 loss per share), compared to a net income of $344,000 ($0.52 EPS) in the same period last year. Adjusted EBITDA also declined to ($1.21) million from $705,000.

For the six-month period, total revenue grew to $28.98 million, but net loss was $452,000 ($9.72 loss per share). The company significantly boosted its cash position to $5.0 billion through private placements in July 2024. CEO Brad Jacobs highlighted three key milestones: assembling a senior management team, securing substantial cash, and positioning QXO for tech-forward leadership in building products distribution through acquisitions and organic growth.

QXO (Nasdaq: QXO) has announced a new $620 million private placement financing, issuing 67,833,699 shares at $9.14 per share. This follows the closing of a previously reported $3.5 billion private placement. After the new placement closes, QXO expects to have approximately $5.0 billion in cash and no debt. The company intends to use these funds for business growth through acquisitions.

Key points:

• Affinity Partners invested $150 million, with founder Jared Kushner joining QXO's board
• Previous investments include $900 million from Jacobs Private Equity and $100 million from Sequoia Heritage and co-investors
• QXO will have about 409.4 million outstanding shares of common stock after closing
• On a fully diluted basis, QXO could have up to 889.4 million outstanding shares

QXO announced a $3.5 billion private placement financing involving the sale of 340,932,212 shares of common stock at $9.14 per share and 42 million pre-funded warrants at $9.13999 per warrant.

The transaction, approved by shareholders, is expected to close in Q3 2024, resulting in approximately 341.6 million outstanding shares of common stock.

On a fully diluted basis, the company would have around 821.6 million outstanding shares, assuming cash exercise of all warrants. If exercised on a cashless basis, the figure would be approximately 671.1 million shares.

The securities are sold in a private transaction and not registered under the Securities Act of 1933. QXO aims to file a registration statement with the SEC for resale of the common stock.