QXO to acquire TopBuild in $17 billion deal
The combined company will generate over $18 billion in revenue and $2 billion in adjusted EBITDA.
The building-products distributor QXO (QXO) agreed to acquire TopBuild for approximately $17 billion, creating a company with more than $18 billion in revenue and over $2 billion in adjusted EBITDA. The transaction, expected to close in the third quarter of 2026, marks the largest in QXO’s history and follows the April acquisition of Kodiak Building Partners for $2.25 billion.
The deal is set to nearly double QXO’s revenue from its 2025 standalone figure of $11.9 billion while expanding its adjusted EBITDA margin to roughly 12%, up from 8% in 2025. TopBuild, which generated $6.2 billion in net sales and $1.14 billion in adjusted EBITDA in 2025, brings an industry-leading adjusted EBITDA margin of 18% to the combined entity. Management projects the merged company will achieve $9 billion to $10 billion in annual revenue and $1.7 billion to $2.0 billion in annual adjusted EBITDA by 2030, driven by organic growth and further acquisitions.
QXO expects to realize approximately $300 million in synergies by 2030, including revenue gains from cross-selling and cost savings from procurement, network optimization, and technology. The acquisition also expands QXO’s total addressable market to over $300 billion, up from an $800 billion industry-wide estimate previously cited, while securing leadership positions in insulation, roofing, waterproofing, and lumber. TopBuild’s historical growth underscores the strategic fit: its 10-year sales compound annual growth rate stands at 13%, with adjusted earnings per share growing at 31%.
The combined company will operate roughly 1,150 locations, up from QXO’s 700, and employ 28,000 people, nearly double QXO’s current workforce. Shareholders approved the transaction, with 99% of QXO votes and 78% of TopBuild votes cast in favor. The deal values TopBuild at 14.9 times its 2025 adjusted EBITDA before synergies and 11.8 times after.
To fund the acquisition, QXO priced a $3 billion senior notes offering, including $1.5 billion due in 2031 at 6.500% and $1.5 billion due in 2034 at 6.875%, alongside borrowings under new term loan facilities and proceeds from Series C Convertible Perpetual Preferred Stock. The combined entity’s free cash flow conversion is expected to remain strong, with TopBuild’s historical range of 60% to 70% and cumulative free cash flow guidance of $4.2 billion to $5.0 billion from 2026 to 2030.
Post-acquisition, the company’s segment mix will shift to a balanced split between residential (51%), commercial and industrial (36%), and complementary (13%) businesses, with roughly equal exposure to repair and remodeling and new construction. The deal positions QXO as a dominant player in North American building products, with a fleet of over 10,000 vehicles supporting its expanded footprint.