PGT Innovations to Acquire 75% Ownership Stake in Eco Window Systems

PGT Innovations, Inc. (“PGT Innovations”, “we” or the “Company”), a national leader in premium windows and doors, including impact-resistant products and products designed to unify indoor/outdoor living spaces, today announced it has signed a definitive agreement to acquire a 75% ownership stake in Eco Window Systems and its related companies (collectively, “Eco”) for a purchase price of $108 million, subject to closing adjustments. Eco is a leading manufacturer and installer of aluminum, impact-resistant windows and doors serving the South Florida region.

“The addition of Eco to our corporate family is expected to accomplish several objectives within our strategic framework for profitable growth,” said Jeff Jackson, President and Chief Executive Officer of PGT Innovations. “This transaction results in vertically integrated manufacturing capabilities, which strengthens our supply chain for glass and is expected to enable faster production. Further, we will have access to an additional portfolio of aluminum impact resistant products that we believe will enhance our presence in the multifamily and commercial channels. In addition, we will gain relationships with new dealers whom we do not currently serve.”

“Eco has strong brand recognition in the residential market and its dealer network is highly complementary to our existing footprint with minimal dealer overlap. We are excited about continuing our longstanding relationship with Eco, which has been both a supplier and customer to us over the years. We believe this combination will accelerate our growth and increase our ability to serve the expanding southern Florida market,” added Mr. Jackson.

Expected Strategic and Financial Benefits

Strengthens supply chain by adding glass production capacity

– Eco locally produces 100% of its own glass
– Vertical integration of glass production expected to enable incremental production capacity and greater visibility into and control of supply chain

Expands and diversifies product lines in high-growth commercial market

– Eco’s growing commercial business complements PGT Innovations’ product lines
– Florida multi-family market is expected to continue to grow, supported by long-term secular trends

Extends residential market footprint with minimal dealer overlap

– Eco services the residential market primarily in southern Florida, through dealers who generally are not current customers of PGT Innovations
– Additional aluminum product lines complement our existing product portfolio

Combines similar cultures across both organizations

– Shared values maintaining focus on our customers, who are at the center of our business, and delivering customer-centric innovation
– Long-standing relationship between management teams expected to facilitate a seamless integration

Transaction Financing, Approvals, and Timing to Close

The purchase price of $108 million is comprised of $100 million cash and $8 million of PGT Innovations common stock for a 75% ownership stake in Eco. PGT Innovations expects to finance the transaction with cash on hand and existing or additional financing arrangements. The Company expects its net leverage ratio at closing to be approximately 2.7x and the transaction to be completed by January 31, 2021, subject to customary closing conditions. The waiting period under the Hart Scott Rodino Act expired on December 9, 2020.

PGT Innovations retains an exclusive option to buy the remaining 25% of Eco beginning on the second anniversary of the closing of its purchase of the 75% ownership stake in Eco. During a limited window after the third anniversary of the closing date, Eco has the right to require PGT Innovations to purchase the remaining 25% interest of ECO if it has not done so by that date.

Advisors

Jones Day is serving as legal counsel and Truist is serving as financial advisor to PGT Innovations.

About PGT Innovations, Inc.

PGT Innovations manufactures and supplies premium windows and doors. Its highly-engineered and technically-advanced products can withstand some of the toughest weather conditions on earth and unify indoor/outdoor living spaces. PGT Innovations creates value through deep customer relationships, understanding the unstated needs of the markets it serves and a drive to develop category-defining products. PGT Innovations is also the nation’s largest manufacturer of impact-resistant windows and doors, holds the leadership position in its primary markets, and is part of the S&P SmallCap 400 Index. The PGT Innovations’ family of brands include CGI®, PGT® Custom Windows & Doors, WinDoor®, Western Window Systems®, CGI Commercial®, Eze-Breeze® and NewSouth Window Solutions®. The Company’s brands, in their respective markets, are a preferred choice of architects, builders, and homeowners throughout North America and the Caribbean. The Company’s high-quality products are available in custom and standard sizes with multiple dimensions that allow for greater design possibilities in residential, multi-family, and commercial projects. For additional information, visit www.pgtinnovations.com.

About Eco Window Systems

Eco Window Systems is a vertically-integrated manufacturer of aluminum impact windows and doors. Based in Miami, Florida, Eco operates three manufacturing facilities including glass production. In 2020, Eco began selling products into the commercial channel and has a growing pipeline of commercial projects over the next several years. Through Unity Windows, a wholly owned subsidiary of Eco, the company will also install its products in the commercial channel.

Contact:

Stephanie Cz – Corporate Communications Manager – scz@pgtinnovations.com – (941) 480-1600

Source: PGT Innovations, Inc.