QXO announced it has expanded a previously announced convertible preferred equity financing to $3 billion, increasing the commitment by $1.8 billion, as it seeks additional capacity to fund future acquisitions.
The Greenwich, Connecticut-based building products distributor said the financing is led by funds managed by affiliates of Apollo Global Management, with Temasek and other investors also participating. The capital would be invested through a previously disclosed series of convertible perpetual preferred stock designated as Series C.
Under the investment agreement, the investor group has committed to purchase the Series C preferred stock to fund one or more qualifying acquisitions through July 15, 2026. QXO said the commitment period can be extended by up to 12 months if the company signs a definitive acquisition agreement before that initial window expires.
Any issuance of the Series C preferred stock is expected to close at or around the closing of the related qualifying acquisition or acquisitions, the company said.
QXO said the securities are being offered in a transaction that does not involve a public offering and have not been registered under the Securities Act. The company added that it plans to use commercially reasonable efforts to file a prospectus supplement with the U.S. Securities and Exchange Commission to register the resale of the preferred stock and the underlying common shares issuable upon conversion.
QXO is the largest publicly traded distributor of roofing, waterproofing, and complementary building products in North America, and has said it aims to become a tech-enabled leader in the roughly $800 billion building products distribution market. The company is targeting $50 billion in annual revenue within the next decade through a combination of acquisitions and organic growth. The release also included customary forward-looking statement language, highlighting execution, integration, financing, market-cycle, and other risks, including those tied to its Beacon Roofing Supply acquisition and future deal activity.
