Fiber-cement maker James Hardie Industries said on Monday it will acquire outdoor products manufacturer AZEK in a cash and stock transaction valued at $8.75 billion, in what could potentially be Australia’s largest deal to date in 2025.
Under the deal, AZEK shareholders are set to receive $26.45 in cash and 1.0340 ordinary shares of James Hardie to be listed on the New York Stock Exchange for each AZEK share, bringing the total per share value to $56.88 per share, representing a 37.4% premium to AZEK’s last close on Friday.
Upon completion of the transaction, James Hardie and AZEK shareholders are expected to own around 74% and 26%, respectively, of the combined company.
“Given the substantial opportunity to drive synergies and James Hardie and AZEK’s shared discipline around operational efficiency, we expect to significantly enhance the combined company’s profitability and cash flow,” said Aaron Erter, James Hardie’s chief executive officer.
Upon close, James Hardie’s ordinary shares would be listed on the New York Stock Exchange, while maintaining its current chess depositary interest (CDI) listing and index inclusion on the Australian stock exchange, it said in a statement.
The firm intends to fund the cash portion of the transaction through debt financing and has secured a fully committed bridge financing facility, it said without disclosing any further details.
James Hardie also plans to execute up to $500 million of share repurchases in the 12 months after the closing of the transaction, it added.
Both boards of directors have unanimously approved the transaction, with the deal anticipated to close in the second half of calendar year 2025, the firm said, subject to regulatory approvals.