QXO is buying building products installer TopBuild for $17 billion

QXO agreed to acquire TopBuild, the largest distributor and installer of insulation and related building products in North America, for about $17 billion, the company said.

Under the terms of the offer, each TopBuild share can be exchanged for either $505 in cash or 20.2 QXO common shares, though the overall payout mix is structured so that cash makes up no more than 45% of the total deal value, with stock accounting for the remaining 55%. At $505 per share, QXO is offering a 23.1% premium over where TopBuild stock finished trading on April 17, at $410.31, says Reuters.

Both companies' boards voted without dissent to approve the transaction. It requires shareholder approval from both QXO and TopBuild and is expected to close in the third quarter of 2026.

"TopBuild will be our most significant acquisition yet, making QXO the second largest publicly traded building products distributor in North America, with more than $18 billion of combined company revenue and more than $2 billion of combined company adjusted EBITDA," QXO CEO Brad Jacobs said in a statement.

The combination brings together QXO's roofing, waterproofing, and lumber-related building materials business with TopBuild's insulation capabilities. QXO said it expects to realize about $300 million in synergies from the integration by 2030. According to Bloomberg, QXO expects to rank first in North American insulation and waterproofing markets and second in roofing once the acquisition is finalized.

In 2025, TopBuild generated about $6.2 billion in net sales and about $1.14 billion in adjusted EBITDA, adjusted to reflect the full-year contribution of acquisitions completed throughout the year, QXO said. The $17 billion purchase price represents 14.9 times that adjusted EBITDA figure before expected synergies.

Reuters adds that the combined company is expected to operate from roughly 1,150 sites spanning every U.S. state and seven Canadian provinces, employ around 28,000 people, and run a vehicle fleet exceeding 10,000.

The TopBuild acquisition is the latest in a rapid series of deals by QXO. The company completed an $11 billion acquisition of Beacon Roofing Supply in 2025 and, on April 1, 2026, closed a $2.25 billion acquisition of Kodiak Building Partners, a distributor of lumber, trusses, and other building materials. Jacobs said QXO has completed more than $13 billion in acquisitions over the past 11 months.

QXO said the transaction will also expand its exposure to large-scale projects such as data centers. TopBuild CEO Robert Buck said in a statement that the deal would "unlock meaningful cross-selling opportunities" and cited a 10-year sales compound annual growth rate of 13% and adjusted earnings per share compound annual growth rate of 31% for TopBuild.

On the advisory side, QXO turned to Morgan Stanley $MS, Barclays, and Wells Fargo $WFC for financial guidance, while TopBuild was advised by Goldman Sachs $GS and RBC Capital Markets. Legal representation fell to Paul, Weiss, Rifkind, Wharton & Garrison for QXO and Jones Day for TopBuild, says Bloomberg.