Troy-based Champion Enterprises Holdings and Elkhart, Indiana-based Skyline Corp. today announced a definitive agreement for the two companies to combine their operations. The combined company will be known as Skyline Champion Corp. which will offer manufactured, modular and park model homes, and commercial structures.
Under the terms, Champion will contribute 100 percent of the shares of its operating subsidiaries (Champion Home Builders Inc. and CHB International) to Skyline. In return, Skyline is expected to issue approximately 47.8 million shares to Champion, representing 84.5 percent of the common stock of the combined company on a fully-diluted basis. Prior to closing, Skyline expected to declare dividend of its excess net cash available for distribution to its existing shareholders after certain transactional expenses.
Following the transaction’s closing, Champion’s CEO Keith Anderson will serve as CEO of Skyline Champion and Laurie Hough, Champion’s current CFO will continue her role with the combined company.
Champion is expected to nominate John Firth and Rich Florea as directors, while Art Decio, an original founder of Skyline and board member since 1959 will be a senior advisor to the combined company’s new board of directors.
“Getting to know the Skyline team has reaffirmed our belief that the two companies are a great fit for a combination,” says Keith Anderson, CEO of Champion. “Both companies share a deep commitment to providing quality products and outstanding customer service. We will remain focused on executing our strategy as an even stronger company. I am particularly pleased that Art Decio has agreed to serve as a senior advisor to the Board. Art is a legendary figure in manufactured housing and we are fortunate to have the benefit of his lifelong commitment to quality and integrity in our industry.”
The business combination will create the nation’s largest publicly traded factory-built housing company, with more than $1 billion in pro forma revenue over the past 12 months. The combined company will have an operational footprint throughout North America, including 36 manufacturing facilities. Principal offices will remain in Indiana and additional executive offices will operate in Troy.
The transaction is expected to close in the first half of 2018 and is subject to regulatory approvals and other customary closing conditions and the approval of Skyline shareholders.