QXO to acquire TopBuild for $505/share in mixed cash-stock deal valued at ~$16.8B

Filed May 29, 2026 · ~2 min read

Key Changes

• high

  TopBuild shareholders receive $505/share: $227.25 cash plus 11.110 QXO shares (implying $25.00/QXO share). Shareholders may elect all-cash or all-stock, subject to proration caps of 45% cash / 55% stock maximum.

  Risk Factors verify on EDGAR →
• high

  QXO will fund the acquisition with $6.0 billion in committed debt financing ($3.0B senior secured term loan, $3.0B bridge facility). Post-merger leverage will be significantly higher, increasing vulnerability to economic downturns and limiting financial flexibility.

  Risk Factors verify on EDGAR →
• high

  Existing QXO shareholders will own approximately 70% of the combined company; TopBuild shareholders will own approximately 30%. QXO must close even if debt financing falls through (no financing condition).

  Risk Factors verify on EDGAR →