Carlisle Companies announced that it had entered a deal to acquire MTL Holdings from private equity firm GreyLion Partners. MTL is a provider of pre-fabricated edge metal for commercial roofing systems. Under the terms of the acquisition, Carlisle will purchase MTL for $410 million in cash.
The purchase price represents 8.7x on MTL’s adjusted EBITDA for the 12 months ending February 29, 2024, including run-rate cost synergies and net of the $43 million tax step-up benefit provided by the transaction.
MTL provides pre-fabricated perimeter edge metal systems and non-insulated architectural metal wall systems for commercial, institutional, and industrial buildings. The company’s portfolio comprises a well-balanced assortment of complementary pre-fabricated edge metal products under the flagship brands of Metal-Era and Hickman.
MTL’s portfolio includes non-insulated aluminum composite material (ACM) architectural wall panels as part of the Citadel brand. And MTL establishes Carlisle as one of the most comprehensive providers of architectural metal products, including “roof-to-grass” color-coordinated metal building envelope solutions. For the 12 months ended February 29, 2024, MTL generated revenue of $132 million.
This deal is expected to generate cost synergies of approximately $13 million within the first three years, and be approximately $0.60 accretive to adjusted EPS for the first full fiscal year.
The acquisition is expected to close in the second quarter of 2024.
Dorsey & Whitney LLP served as legal counsel to Carlisle. And William Blair & Company LLC served as exclusive financial advisor and Latham & Watkins LLP served as legal counsel to MTL.
KEY QUOTE:
“The acquisition of MTL is consistent with Vision 2030 and our intent to build on our strategic pivot to a pure-play building products company with increased investment in innovation, a continued emphasis on synergistic M&A, attracting and retaining top talent, and fulfilling our sustainability commitments. By acquiring MTL and leveraging the Carlisle Operating System across the business, I am confident that we will create significant value for all our stakeholders. We look forward to welcoming Tony Mallinger and MTL’s talented team to Carlisle.”
– Chris Koch, Chair, President and Chief Executive Officer
