QXO closes $6.4B TopBuild acquisition, issues 312.5M shares and borrows $3B term loan

Filed July 1, 2026 · Period ending July 1, 2026 · ~2 min read

Key Changes

• high

  QXO completed its acquisition of TopBuild for ~$6.4 billion cash plus 312.5 million QXO shares. After 91% of TopBuild shareholders elected cash, proration resulted in mixed consideration of $249.67 cash and 10.212 QXO shares per TopBuild share.

  Item 2.01 verify on EDGAR →
• high

  QXO borrowed $3.0 billion via incremental term loan maturing July 2033 with 1% annual amortization, meaning nearly all principal is due at maturity. Combined with $3B notes offering and preferred stock, this finances the TopBuild deal.

  Item 1.01 verify on EDGAR →
• high

  QXO doubled authorized common shares from 2 billion to 4 billion, providing capacity for future equity issuances. The company also increased authorized Series C Preferred Stock from 200,000 to 300,000 shares.

  Item 5.03 verify on EDGAR →