QXO Plans to Offer $1.5B Senior Notes for TopBuild Acquisition

QXOannounced that its wholly owned subsidiary, QXO Building Products, intends to offer $1.5B in Senior Notes due 2031 and $1.5B in Senior Notes due 2034, subject to market and other conditions. If the issuance of the notes closes prior to the consummation of previously announced acquisition of TopBuild, the gross proceeds of the offering will be deposited into a segregated escrow account and the notes will be secured on a first-priority basis by the escrow account and the funds held in the escrow account until the consummation of the TopBuild Acquisition. The consummation of the TopBuild Acquisition is subject to customary closing conditions, including approval by the shareholders of TopBuild and QXO. Upon consummation of the TopBuild Acquisition, the notes will be fully and unconditionally guaranteed by each of the Issuer's wholly-owned domestic restricted subsidiaries that guarantees the Issuer's senior secured first lien term loan facility and senior secured notes. From and after the Release Date, the notes and related guarantees will be unsecured obligations of the Issuer and subsidiary guarantors. The Issuer intends to use the proceeds from the offering of the notes, along with borrowings under new term loan facilities, proceeds from Series C Convertible Perpetual Preferred Stock of QXO and available balance sheet cash from QXO and TopBuild, to fund the TopBuild Acquisition and the other transactions contemplated by the related merger agreement, including the repayment or repurchase of TopBuild's debt and payment of related fees and expenses.