QXO to Close $17 Billion All-Stock Acquisition of TopBuild
Shareholders of both companies overwhelmingly approved the deal, which will create the second-largest publicly traded building products distributor in North America.
QXO, Inc. (NYSE: QXO) and TopBuild Corp. (NYSE: BLD) announced that stockholders of both companies overwhelmingly approved the proposals required for QXO to complete its approximately $17 billion all-stock acquisition of TopBuild, clearing the final hurdle for a deal expected to close on or about July 1, 2026.
At their respective special meetings, approximately 99% of the votes cast at QXO’s meeting favored the issuance of shares in connection with the transaction, while roughly 78% of the votes cast at TopBuild’s meeting were in favor of adopting the merger agreement, representing about 65% of all outstanding shares. The transaction, which was announced on April 19, 2026, is subject to customary closing conditions.
The combination is set to make 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. Brad Jacobs, Chairman and Chief Executive Officer of QXO, stated, “Over the past 11 months, we’ve built QXO into a market leader through more than $13 billion of acquisitions, closing on Beacon in 2025 and Kodiak earlier this month. TopBuild will be our most significant acquisition yet, making QXO the second largest publicly traded building products distributor in North America”.
The acquisition expands QXO’s scale and capabilities across the building products value chain, bringing together QXO’s leading positions in roofing, waterproofing, and lumber-related building materials with TopBuild’s insulation capabilities. Upon completion, QXO will operate in an addressable market of more than $300 billion and hold leadership positions in key building product verticals, including the number one spot in insulation and waterproofing. The transaction is expected to be immediately and substantially accretive to QXO’s earnings.
TopBuild, headquartered in Daytona Beach, Florida, is North America’s largest distributor and installer of insulation and related building products, operating more than 450 locations across the United States and Canada. The company provides installation and distribution services across residential, commercial, and industrial end markets, including insulation used in walls, attics, floors, and roofing assemblies, as well as complementary products such as gutters, fireproofing, and mechanical insulation. In the first quarter of 2026, TopBuild reported sales of $1.45 billion, a 17.2% increase driven by acquisitions.
The deal represents a significant consolidation move in the building products distribution sector, which QXO has targeted for rapid expansion. The company completed its acquisition of Kodiak Building Partners for approximately $2.25 billion on April 1, 2026, just weeks before announcing the TopBuild agreement. QXO is targeting $50 billion in annual revenue within the next decade through accretive acquisitions and organic growth.
The transaction has been unanimously approved by the boards of directors of both companies. TopBuild CEO Robert Buck expressed confidence in the combination, stating, “We are excited about our future in joining QXO... By combining the TopBuild business with QXO, we are confident in our opportunities to accelerate our cross-selling initiatives, capitalize on procurement opportunities and leverage digital technology in a manner that will benefit our customers, employees and all stakeholders”.