Acquisition expands distribution offerings and capabilities for Pro customers.

The Home Depot®, the world's largest home improvement retailer, has entered into a definitive agreement for its specialty trade distribution subsidiary, SRS Distribution Inc. (“SRS”), to acquire GMS Inc. (“GMS”), a leading North American specialty building products distributor.

The Home Depot’s growth strategy includes growing its share of wallet with professional contractors (Pros), and the company is building differentiated offerings and capabilities to better serve Pros across their entire project – from large, complex jobs to smaller renovations and repairs. In 2024, the company acquired SRS, establishing The Home Depot as a leading specialty trade distributor across multiple verticals including roofing, landscaping and pool supplies.

The acquisition of GMS will accelerate SRS’s vision of becoming a leading, multi-category building materials distributor, adding a new vertical that is adjacent to its existing business. GMS is a leading distributor of specialty building products including drywall, ceilings, steel framing and other complementary products related to construction and remodeling projects in residential and commercial end markets. GMS brings differentiated capabilities, product categories and customer relationships that are highly complementary to SRS’s business today and will broaden its distribution footprint across the U.S. and Canada.

“The Home Depot acquired SRS as a platform for growth, and SRS continues to demonstrate exceptional execution and strong performance,” said Ted Decker, chair, president and CEO of The Home Depot. “In our first year of working together, we’ve captured significant synergies, including cross-selling new products and service offerings to both Home Depot and SRS customers, advancing Home Depot’s enterprise trade credit program through the SRS platform and many other initiatives designed to drive the customer value proposition and operational efficiency. This success gives us confidence that the addition of GMS to the SRS platform will allow us to create even greater value for our customers.”

"The combination of GMS and SRS will provide the residential and commercial Pro customer with more fulfillment and service options than ever before. Together, we’ll create a network of more than 1,200 locations and a fleet of more than 8,000 trucks capable of making tens of thousands of jobsite deliveries per day," said Dan Tinker, CEO of SRS. “GMS is an industry leader with a proven track record of growth, and we look forward to welcoming the entire GMS team to SRS and capturing the exciting opportunity ahead."

“We are excited to join with SRS and The Home Depot, and we believe this transaction delivers significant value to our customers, suppliers and team,” said John C. Turner, Jr., president and CEO of GMS. “Since GMS’s founding, we have never strayed from our commitment to be the best distributor in our markets and provide outstanding service for our customers. We look forward to providing an even wider breadth of product offerings and services while delivering superior value to our professional contractor customers as part of SRS and The Home Depot family. We are confident that this transaction positions GMS to capitalize on the promising opportunities ahead and accelerate our growth.”

John, as well as his senior leadership team, will continue to lead GMS as part of the SRS organization.

Transaction terms

Under the terms of the merger agreement, a subsidiary of SRS will commence a cash tender offer to purchase all outstanding shares of GMS common stock for $110 per share, reflecting a total equity value of approximately $4.3 billion and implying a total enterprise value (including net debt) of approximately $5.5 billion. The consummation of the tender offer is subject to customary closing conditions, including the receipt of required regulatory approvals and the tender of a number of shares of GMS common stock representing a majority of the then-outstanding shares, and is expected to be completed by the end of fiscal 2025.

If the tender offer is successfully completed, a wholly owned subsidiary of SRS will merge with and into GMS, and all of the outstanding shares of GMS that were not tendered in the tender offer will be converted into the right to receive the same $110 per share in cash offered to GMS shareholders in the tender offer.

The transaction is expected to be funded through cash on hand and debt and is not expected to alter the company’s plan to return to a 2.0x leverage ratio by the end of fiscal 2026.

This transaction is expected to be accretive to adjusted EPS in the first year following closing, excluding synergies.

Advisors

BofA Securities and J.P. Morgan Securities LLC served as financial advisors and Weil, Gotshal & Manges LLP served as legal counsel to The Home Depot in connection with the transaction.

About The Home Depot

The Home Depot is the world's largest home improvement specialty retailer. The company operates more than 2,350 retail stores, over 800 branches and more than 325 distribution centers that directly fulfill customer orders across all 50 states, the District of Columbia, Puerto Rico, the U.S. Virgin Islands, Guam, 10 Canadian provinces and Mexico. The company employs over 470,000 associates. The Home Depot's stock is traded on the New York Stock Exchange (NYSE: HD) and is included in the Dow Jones industrial average and Standard & Poor's 500 index.

About SRS

Founded in 2008 and headquartered in McKinney, Texas, SRS Distribution has grown to become one of the fastest-growing building products distributors in the United States. Since the Company’s inception, it has established a differentiated growth strategy and entrepreneurial culture that is focused on serving customers, partnering with suppliers, and attracting the industry’s best talent. SRS Distribution, a wholly owned subsidiary of The Home Depot, currently operates under a family of distinct local brands encompassing more than 800 locations across 48 states. For more information, visit www.srsdistribution.com.

About GMS

Founded in 1971, GMS operates a network of more than 300 distribution centers with extensive product offerings of wallboard, ceilings, steel framing and complementary products. In addition, GMS operates nearly 100 tool sales, rental and service centers, providing a comprehensive selection of building products and solutions for its residential and commercial contractor customer base across the United States and Canada. GMS’s unique operating model combines the benefits of a national platform and strategy with a local go-to-market focus, enabling it to generate significant economies of scale while maintaining high levels of customer service.

Cautionary note regarding forward-looking statements

Certain statements contained herein constitute "forward-looking statements" as defined in the federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on currently available information and current assumptions, expectations and projections of The Home Depot, Inc. (“The Home Depot” and, collectively with its subsidiaries unless the context otherwise indicates, the “Company”) about future events, and may use words such as “may,” “will,” “could,” “should,” “would,” “anticipate,” “intend,” “estimate,” “project,” “plan,” “believe,” “expect,” “target,” "prospects,” “potential,” "commit” and "forecast,” or words of similar import or meaning or refer to future time periods. Forward-looking statements may relate to, among other things, the proposed acquisition of GMS (the “potential acquisition”); the potential benefits of the potential acquisition, including with respect to future financial performance; the anticipated timing of closing of the potential acquisition (including to obtain necessary regulatory approvals); and the anticipated funding for the potential acquisition. Forward-looking statements are subject to substantial risks and uncertainties, including, but not limited to, the following: the possibility that the potential acquisition does not close on the anticipated timeframe or at all (including failure to obtain necessary regulatory approvals and uncertainties as to how many of GMS’s stockholders will tender their shares in the tender offer); risks related to the ability to realize the anticipated benefits of the potential acquisition, including the possibility that the expected benefits from the proposed transaction will not be realized or will not be realized within the expected time period; the risk that the businesses will not be realized within the expected time period; the risk that the businesses will not be integrated successfully; disruption from the potential acquisition making it more difficult to maintain business and operational relationships; negative effects of announcing the potential acquisition or the consummation of the potential acquisition on the market price of the Company’s or GMS’s common stock, credit ratings or operating results or on relationships with customers, suppliers and other counterparties; significant costs associated with the potential acquisition; unknown liabilities; the risk of litigation and/or regulatory actions related to the potential acquisition; the demand for the Company’s or GMS’s products and services, including as a result of macroeconomic conditions and changing customer preferences and expectations; the effects of competition; the Company’s brand and reputation; implementation of interconnected retail, store, supply chain, technology innovation and other strategic initiatives, including with respect to real estate; inventory and in-stock positions; the state of the economy; the state of the housing and home improvement markets; the state of the credit markets, including mortgages, home equity loans, and consumer and trade credit; the impact of tariffs, trade policy changes or restrictions, or international trade disputes and efforts and ability to continue to diversify the Company’s supply chain; issues related to the payment methods the Company accepts; demand for credit offerings including trade credit; management of relationships with the Company’s associates, jobseekers, suppliers and service providers; cost and availability of labor; costs of fuel and other energy sources; events that could disrupt the Company’s business, supply chain, technology infrastructure, or demand for the Company’s products and services, such as tariffs, trade policy changes or restrictions or international trade disputes, natural disasters, climate change, public health issues, cybersecurity events, labor disputes, geopolitical conflicts, military conflicts, or acts of war; the Company’s ability to maintain a safe and secure store environment; the Company’s ability to address expectations regarding sustainability and human capital management matters and meet related goals; continuation or suspension of share repurchases; future dividends; capital allocation and expenditures; liquidity; return on invested capital; expense leverage; changes in interest rates; changes in foreign currency exchange rates; commodity or other price inflation and deflation; the Company’s ability to issue debt on terms and at rates acceptable to the Company; the impact and expected outcome of investigations, inquiries, claims, and litigation, including compliance with related settlements; the challenges of operating in international markets; the adequacy of insurance coverage; the effect of accounting charges; the effect of adopting certain accounting standards; the impact of legal and regulatory changes, including executive orders and other administrative or legislative actions, such as changes to tax laws and regulations; store openings and closures; and the impact of other acquired companies on the Company’s organization and the ability to recognize the anticipated benefits of any other acquisitions.

These statements are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond the Company’s control, dependent on the actions of third parties, or currently unknown to the Company – as well as potentially inaccurate assumptions that could cause actual results to differ materially from the Company’s historical experience and its expectations and projections. These risks and uncertainties include, but are not limited to, those described in Part I, Item 1A. "Risk Factors," and elsewhere in the Company’s Annual Report on Form 10-K for the fiscal year ended February 2, 2025 and also as described from time to time in reports subsequently filed by the Company with the Securities and Exchange Commission (the “SEC”). There also may be other factors that the Company cannot anticipate or that are not described herein, generally because the Company does not currently perceive them to be material. Such factors could cause results to differ materially from the Company’s expectations. Forward-looking statements speak only as of the date they are made, and the Company does not undertake to update

these statements other than as required by law. You are advised, however, to review any further disclosures the Company makes on related subjects in its filings with the Securities and Exchange Commission and in its other public statements.

Additional information and where to find it

The tender offer for all of the outstanding shares of GMS common stock referenced in this press release has not yet commenced. This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell securities, nor is it a substitute for the tender offer materials that The Home Depot and its acquisition subsidiary will file with the SEC upon the commencement of the tender offer. The solicitation and offer to buy GMS stock will only be made pursuant to an Offer to Purchase and related tender offer materials. At the time the tender offer is commenced, The Home Depot and its acquisition subsidiary will file a tender offer statement on Schedule TO and thereafter GMS will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC with respect to the tender offer. THE TENDER OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 WILL CONTAIN IMPORTANT INFORMATION. GMS STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF GMS SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING TENDERING THEIR SECURITIES. The Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, will be made available to all holders of GMS stock at no expense to them. The tender offer materials and the Solicitation/Recommendation Statement will be made available for free at the SEC’s website at www.sec.gov. Additional copies may be obtained for free by contacting The Home Depot or GMS. Copies of the documents filed with the SEC by GMS will be available free of charge on GMS’s internet website at https://investor.gms.com. Copies of the documents filed with the SEC by The Home Depot will be available free of charge on The Home Depot’s internet website at https://ir.homedepot.com/ or by contacting The Home Depot’s Investor Relations Department at (770) 384-2871.

In addition to the Offer to Purchase, the related Letter of Transmittal and certain other tender offer documents, as well as the Solicitation/Recommendation Statement, The Home Depot and GMS each file annual, quarterly and current reports and other information with the SEC. The Home Depot and GMS’s filings with the SEC are also

available to the public from commercial document-retrieval services and at the website maintained by the SEC at http://www.sec.gov.

By Emma Peterson. 

Harness the power of three metal roofing brands with Fortify Building Solutions. 

These days, it seems like there are countless mergers and acquisitions happening across the industry, from Home Depot Pro acquiring SRS Distribution last year to QXO acquiring Beacon more recently. In this episode of Roofing Road Trips®, Heidi J. Ellsworth dives into the merging of Heritage Building Systems®, Metal Depots™ and Reed's Metals® with Jay Jacoby. 

Jay is the director of sales at Fortify Building Solutions, which is the new umbrella brand that Cornerstone Building Brands has combined Heritage, Metal Depots and Reed's into. Jay shared a bit about the merge, saying, “All three brands have their own long histories, but one thing that we found between them and saw a ton of opportunity in was the market they all shared.” By combining these three into a unified brand, Fortify Building Solutions is set up to leverage each of their individual strengths to grow their market presence.  

Jay shared a bit about each brand’s value propositions, saying, “Metal Depots has a strong footprint in the New Mexico, Texas and then the East Coast markets. And with that, they have had access to our NBCI manufacturing sites. Then Reed's Metals is similarly heavily in the components game, roofing panels, trims, et cetera, but a really big differentiator for them was their same day, next day service standards. And Heritage is bigger in the overall metal building side.” 

As they move forward under the Fortify brand name, Jay and his team are hoping to use Fortify to expand the offerings and support available to smaller contractors. He explained, “One thing we’re developing is our contractor list. So, when a customer comes to us and they know what they want but don’t have an installer, we can give them that list. So that opportunity for contractors to get put on that list is really huge for them, especially for smaller growing businesses there.” Further, they are creating a variety of resources that these contractors will have access to, including their training program (Metal Pro Institute) and warranties. Ultimately, the unification of Heritage, Metal Depots and Reed's into Fortify aims to grow the general metal market. Jay put it best, “Our goal is to grow the pie that is the metal market. We don't want to just eat into an existing pie. We want to grow this overall market. And one of the best ways to do that is to find and support more contractors that are going to be able to put up our material and grow themselves.” 

Read the transcript or Listen to the full episode to learn more about the Fortify Building Solutions brand. 

By Emma Peterson. 

Learn about Home Depot’s acquisition of SRS Distribution and how it will advance the industry to the next level. 

Acquisitions are a common part of the industry, but it’s not every day that an industry giant like SRS Distribution is acquired by another huge player like Home Depot. In this episode of Roofing Road Trips®, Heidi J. Ellsworth gets the scoop from Kent Gardner, the president of SRS Distribution, about the acquisition and what this means for the future of both SRS and the industry as a whole.  

Kent describes this acquisition as a natural and logical extension of the work SRS has been doing since their founding 16 years ago. He explained, “We've just been trying to provide the best products, the best quality service to our contractors where they are, whenever they need it, where they need it, as they need it. And so, as you think through our growth trajectory over the course of the last 16 years, it's just we've gotten so big, our scale has expanded to a certain point where the contractors' needs are changing.” 

"This truly is a leap for the company, which boasted over 400 locations before the acquisition and will now have a relationship with over 2,000 Home Depot locations across North America. He explained, “The partnership with Home Depot is really an opportunity to support the customers even greater, even bigger than how we've done it in the past.” 

When it comes to how both entities will function in the relationship, Kent explained that it’s a slow and steady process. He shared, “Over the course of the next six months or so, it's still business as usual for us. We will capture some sales synergies, we will try to partner together, but what we don't want to do is try to slam this thing together and mess some things up for our customers. And so as we continue to figure out what's best for the customer, we will start rolling those initiatives out.” Overall, this acquisition will allow Home Depot to move into the contractor space, a new area for them, and allow SRS Distribution to provide more contractors with access to their great quality products and services. Kent summed it up, “This is a new chapter not just for us, but I think for the whole industry. 

Read the transcript or Listen to the podcast for more about the Home Depot’s acquisition of SRS Distribution. 

The Home Depot® Canada is now offering Canadian-made multi-surface renewal coatings by DAICH Coatings Corp., a Hamilton, Ontario-based manufacturer of architectural and concrete finishes, for DIY and professional users.

Currently available with free shipping online at www.homedepot.ca — and already sold extensively though The Home Depot® USA — the Daich line of products includes market-leading DIY real-stone coatings used to resurface porches, patios, pool decks, garage floors, countertops and more — in addition to epoxy floor coatings, waterproofers, patching compounds and sealers.

“As one of Canada’s foremost home improvement retailers, The Home Depot Canada is well positioned to connect consumers to our many effective and economical surface upgrade solutions,” says Peter Daich, president of Daich Coatings Corporation. “Functional surface renewal has been our mantra for more than 30 years, so we’re very happy to now count The Home Depot Canada as a trusted and capable supply partner to Canadians everywhere.”

DIY coating options

Daich Coatings maintains that if the foundation is in sound condition, it can often be renewed with a durable a new decorative layer more easily and economically than complete replacement, indoors and out. Whether it’s just to freshen up and beautify tired looking concrete surfaces — or add a key performance benefit, like anti-slip safety on slippery walking areas — Daich Coatings offers a solution through The Home Depot Canada.

From there it comes down to personal taste as users choose looks ranging from authentic tile, granite, polished stone and marble — all with no need for special artistic skill or fancy tools.

Canadian heritage

Established in 1993, Daich Coatings is a leading formulator and manufacturer of architectural coatings recognized for their superior performance and all-season durability.

“We’re proud of our Canadian roots — and we know a thing or two about our unique Canadian climate — so you can bet that our hot summers and punishingly cold winters are top-of-mind when we formulate our products,” says Daich. “The result are product lines that function beautifully almost anywhere worldwide.”

Expansive product offerings

Exterior products available in the Daich Coatings line include SpreadStone™ Decorative Concrete Resurfacing Kits, TracSafe® Anti-Slip Sealer and TracSafe® Anti-Slip Color Coat. The company also offers SpreadRock® and Terrazzo™ pre-mixed stone coatings, and RollerRock® rollable stone coating.

In addition to exterior coating solutions, Daich Coatings is also renowned for real stone countertop resurfacing kits, wall and shower coatings and more — used both residentially and commercially by DIY customers and remodeling professionals.

“Ordering our products online via The Home Depot Canada is easy and fast for everyone, with free shipping included,” says Daich. “Whether you’re looking to give new life to a worn-out walkway or pool deck, or renew your kitchen countertop, our attractively-priced products provide lasting beauty and real stone elegance. Often with just a roller!”

From North America to Australia, Europe and even the Caribbean, Daich Coatings today has global distribution of its many products. Daich Coatings products are sold through retail dealers across North America, including The Home Depot, Lowe’s®, Rona, Canadian Tire and Home Hardware. Both on-shelf and online. For more details, visit www.daichcoatings.com.

For the contractor looking to get the most out of their material purchases, The Home Depot Pro™ program offers customers a top-tier service experience and benefits!  

MetalCoffeeShop®, the industry-leading place to get information on all things metal construction, is pleased to welcome The Home Depot Pro™  into its community for metal contractors. 

The Home Depot Pro™ is a special membership program exclusively for Home Depot customers. Pro benefits are available to members who are looking for ways to effectively make the most of their business by staying organized and saving time and money while still purchasing quality products. For contractors looking for competitive pricing on materials to special delivery and shipping, the Pro program is a great way for contractors to shop the whole project.  

Save time and hassle by finding all the necessary tools, materials and equipment needed in one place, whether that’s underlayment, shingles, fasteners and more. By using The Home Depot Pro™ program, roofing contractors and professionals can maximize savings on material orders and other purchases and guarantee quick delivery of much-needed supplies — they've got you covered! 

Pro Xtra  

Home Depot Pro™ members are also eligible for a free loyalty program, Pro Xtra, which provides users with the opportunity to get extra rewards and benefits out of their membership. From exclusive access to limited time offers, extra rewards on paint and other product purchases, free tracking services on orders and so much more!  

Download the app 

The Home Depot Pro™ has its very own app available to download for free in the App Store and Google Play! This app was designed to be a one-stop shop for all your professional contractor needs, from tracking perks and purchases, there are many special features and tools available within the app to help make the most of your shopping experience.  

MetalCoffeeShop® is proud to welcome The Home Depot Pro™! 

The Home Depot expands professional services capabilities through the acquisition of SRS Distribution.

The Home Depot^®, the world's largest home improvement retailer, has completed the acquisition of SRS Distribution, Inc. ("SRS") for a total enterprise value of approximately $18.25 billion. SRS is a leading residential specialty trade distribution company across several verticals serving the professional roofer, landscaper and pool contractor. The agreement to acquire SRS was announced on March 28, 2024.

"SRS is an excellent fit for The Home Depot – it's both complementary and additive to our growth," said Ted Decker, chair, president and CEO. "Their ability to quickly build leadership positions in each of their specialty trade verticals is a testament to the team's strong vision, leadership, culture and execution. SRS's outstanding customer service, capabilities, and expertise will help us drive value for our customers, associates and shareholders, and we're excited to welcome the SRS team to The Home Depot."

The acquisition will increase the company's total addressable market to approximately $1 trillion, an increase of approximately $50 billion. The combination of the two businesses will accelerate The Home Depot's growth with the residential professional customer. SRS complements The Home Depot's capabilities and enables the company to better serve the complex purchase occasion, while also establishing The Home Depot as a leading specialty trade distributor across multiple verticals.

About The Home Depot

The Home Depot is the world's largest home improvement specialty retailer. At the end of the first quarter of fiscal year 2024, the company operated a total of 2,337 retail stores in all 50 states, the District of Columbia, Puerto Rico, the U.S. Virgin Islands, Guam, 10 Canadian provinces and Mexico. The company employs approximately 465,000 associates. The Home Depot's stock is traded on the New York Stock Exchange (NYSE: HD) and is included in the Dow Jones industrial average and Standard & Poor's 500 index.

About SRS Distribution

Founded in 2008 and headquartered in McKinney, Texas, SRS has grown to become one of the fastest growing building products distributors in the United States. Since the Company's inception, it has established a differentiated growth strategy and entrepreneurial culture that is focused on serving customers, partnering with suppliers, and attracting the industry's best talent. SRS currently operates under a family of distinct local brands encompassing more than 760 locations across 47 states. For more information, visit www.srsdistribution.com.

Certain statements contained herein constitute "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements may relate to, among other things, the acquisition of SRS Distribution Inc., which involves substantial risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements (the "acquisition"); statements about the potential benefits of the acquisition; risks related to the ability to realize the anticipated benefits of the acquisition, including the possibility that the expected benefits from the transaction will not be realized or will not be realized within the expected time period; the risk that the businesses will not be integrated successfully; disruption from the acquisition making it more difficult to maintain business and operational relationships; negative effects of announcing the consummation of the acquisition on the market price of our common stock, credit ratings or operating results; significant costs associated with the acquisition; unknown liabilities; the risk of litigation; the demand for our products and services, including as a result of macroeconomic conditions; net sales growth; comparable sales; the effects of competition; our brand and reputation; implementation of interconnected retail, store, supply chain and technology initiatives; inventory and in-stock positions; the state of the economy; the state of the housing and home improvement markets; the state of the credit markets, including mortgages, home equity loans, and consumer credit; the impact of tariffs; issues related to the payment methods we accept; demand for credit offerings; management of relationships with our associates, potential associates, suppliers and service providers; cost and availability of labor; costs of fuel and other energy sources; events that could disrupt our business, supply chain, technology infrastructure, or demand for our products and services, such as international trade disputes, natural disasters, climate change, public health issues, cybersecurity events, geopolitical conflicts, military conflicts, or acts of war; our ability to maintain a safe and secure store environment; our ability to address expectations regarding environmental, social and governance matters and meet related goals; continuation or suspension of share repurchases; net earnings performance; earnings per share; future dividends; capital allocation and expenditures; liquidity; return on invested capital; expense leverage; changes in interest rates; changes in foreign currency exchange rates; commodity or other price inflation and deflation; our ability to issue debt on terms and at rates acceptable to us; the impact and expected outcome of investigations, inquiries, claims, and litigation, including compliance with related settlements; the challenges of operating in international markets; the adequacy of insurance coverage; the effect of accounting charges; the effect of adopting certain accounting standards; the impact of legal and regulatory changes, including changes to tax laws and regulations; store openings and closures; guidance for fiscal 2024 and beyond; financial outlook; and the impact of acquired companies on our organization and the ability to recognize the anticipated benefits of any acquisitions. 

Forward-looking statements are based on currently available information and our current assumptions, expectations and projections about future events. You should not rely on our forward-looking statements. These statements are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond our control, dependent on the actions of third parties, or currently unknown to us – as well as potentially inaccurate assumptions that could cause actual results to differ materially from our historical experience and our expectations and projections. These risks and uncertainties include, but are not limited to, those described in Part I, Item 1A, "Risk Factors," and elsewhere in our Annual Report on Form 10-K for our fiscal year ended January 28, 2024 and also as may be described from time to time in future reports we file with the Securities and Exchange Commission. There also may be other factors that we cannot anticipate or that are not described herein, generally because we do not currently perceive them to be material. Such factors could cause results to differ materially from our expectations. Forward-looking statements speak only as of the date they are made, and we do not undertake to update these statements other than as required by law. You are advised, however, to review any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission and in our other public statements.

SOURCE The Home Depot

The Home Depot® (NYSE: HD) today announced the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the "HSR Act"), in connection with its pending acquisition of SRS Distribution Inc. ("SRS"). The expiration of the waiting period occurred at 11:59 p.m. on June 13, 2024.

The expiration of the waiting period under the HSR Act satisfies an important condition necessary for the completion of the transaction.

The transaction is expected to close on or about June 18, 2024, subject to the satisfaction or waiver of customary closing conditions.

About The Home Depot

The Home Depot is the world's largest home improvement specialty retailer. At the end of the first quarter of fiscal year 2024, the company operated a total of 2,337 retail stores in all 50 states, the District of Columbia, Puerto Rico, the U.S. Virgin Islands, Guam, 10 Canadian provinces and Mexico. The company employs approximately 465,000 associates. The Home Depot's stock is traded on the New York Stock Exchange (NYSE: HD) and is included in the Dow Jones industrial average and Standard & Poor's 500 index.

About SRS Distribution

Founded in 2008 and headquartered in McKinney, Texas, SRS Distribution has grown to become one of the fastest-growing building products distributors in the United States. Since the Company’s inception, it has established a differentiated growth strategy and entrepreneurial culture that is focused on serving customers, partnering with suppliers and attracting the industry’s best talent. SRS Distribution currently operates under a family of distinct local brands encompassing more than 760 locations across 47 states.

Certain statements contained herein constitute "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements may relate to, among other things, the proposed acquisition of SRS Distribution Inc., which involves substantial risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements (the "potential acquisition"); statements about the potential benefits of the potential acquisition; the anticipated timing of closing of the potential acquisition and the possibility that the potential acquisition does not close; risks related to the ability to realize the anticipated benefits of the potential acquisition, including the possibility that the expected benefits from the proposed transaction will not be realized or will not be realized within the expected time period; the risk that the businesses will not be integrated successfully; disruption from the potential acquisition making it more difficult to maintain business and operational relationships; negative effects of announcing the potential acquisition or the consummation of the potential acquisition on the market price of our common stock, credit ratings or operating results; significant costs associated with the potential acquisition; unknown liabilities; the risk of litigation; the demand for our products and services, including as a result of macroeconomic conditions; net sales growth; comparable sales; the effects of competition; our brand and reputation; implementation of interconnected retail, store, supply chain and technology initiatives; inventory and in-stock positions; the state of the economy; the state of the housing and home improvement markets; the state of the credit markets, including mortgages, home equity loans and consumer credit; the impact of tariffs; issues related to the payment methods we accept; demand for credit offerings; management of relationships with our associates, potential associates, suppliers and service providers; cost and availability of labor; costs of fuel and other energy sources; events that could disrupt our business, supply chain, technology infrastructure or demand for our products and services, such as international trade disputes, natural disasters, climate change, public health issues, cybersecurity events, geopolitical conflicts, military conflicts or acts of war; our ability to maintain a safe and secure store environment; our ability to address expectations regarding environmental, social and governance matters and meet related goals; continuation or suspension of share repurchases; net earnings performance; earnings per share; future dividends; capital allocation and expenditures; liquidity; return on invested capital; expense leverage; changes in interest rates; changes in foreign currency exchange rates; commodity or other price inflation and deflation; our ability to issue debt on terms and at rates acceptable to us; the impact and expected outcome of investigations, inquiries, claims and litigation, including compliance with related settlements; the challenges of operating in international markets; the adequacy of insurance coverage; the effect of accounting charges; the effect of adopting certain accounting standards; the impact of legal and regulatory changes, including changes to tax laws and regulations; store openings and closures; guidance for fiscal 2024 and beyond; financial outlook; and the impact of acquired companies on our organization and the ability to recognize the anticipated benefits of any acquisitions.

Forward-looking statements are based on currently available information and our current assumptions, expectations and projections about future events. You should not rely on our forward-looking statements. These statements are not guarantees of future performance and are subject to future events, risks and uncertainties – many of which are beyond our control, dependent on the actions of third parties or currently unknown to us – as well as potentially inaccurate assumptions that could cause actual results to differ materially from our historical experience and our expectations and projections. These risks and uncertainties include, but are not limited to, those described in Part I, Item 1A. "Risk Factors," and elsewhere in our Annual Report on Form 10-K for our fiscal year ended January 28, 2024 and also as may be described from time to time in future reports we file with the Securities and Exchange Commission. There also may be other factors that we cannot anticipate or that are not described herein, generally because we do not currently perceive them to be material. Such factors could cause results to differ materially from our expectations. Forward-looking statements speak only as of the date they are made and we do not undertake to update these statements other than as required by law. You are advised, however, to review any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission and in our other public statements.

This proposed transaction will bring together the impressive talent, technology and capabilities of SRS with The Home Depot’s trusted name and robust platform.

SRS Distribution Inc. (“SRS”) announced today that it has entered into a definitive agreement with The Home Depot to be acquired for $18.250 billion. Under the terms of the agreement, SRS Distribution will operate as an independent business unit within The Home Depot, focused on accelerating growth in the Pro market.

Over the past 16 years, the SRS family has become one of the fastest-growing building products distributors in the United States. This proposed transaction will bring together the impressive talent, technology and capabilities of SRS with The Home Depot’s trusted name and robust platform, expanding SRS’ reach into numerous new product categories and customers.

The proposed acquisition will clear a pathway for accelerated growth with the residential and commercial professional customer by expanding The Home Depot’s Pro capabilities, combining online, retail and wholesale. The combined platform will open new opportunities for existing suppliers and partners by providing access to SRS’ expert workforce focused on specialty verticals, as well as The Home Depot’s cross-project expertise, product mix, network and digital assets.

Under the agreement, the SRS senior leadership team will remain with the company to guide its ambitious growth plans. Dan Tinker, president and CEO of SRS, will continue to lead SRS operations under this new structure, reporting to The Home Depot CEO Ted Decker.

“We are proud to be combining with The Home Depot to continue our growth journey with the additional resources and capabilities they will put behind us,” said Dan Tinker, president and CEO of SRS. “We set out to find the optimal strategic outcome for the business, and we strongly believe we have achieved just that. With this combination, the future has never been brighter for our supplier partners, our Pro customers, and our team.”

“SRS’ ability to build leadership positions in each of its trade verticals while generating significant revenue growth is a testament to its strong vision, leadership, culture and execution,” said Ted Decker, chair, president and CEO of The Home Depot. “SRS’ branch network, coupled with The Home Depot’s 2,000+ U.S. stores and distribution centers and comprehensive product offering provides the residential and commercial Pro customer with more fulfillment and service options than ever before. I look forward to welcoming Dan and the entire SRS team to The Home Depot and capturing the exciting opportunity ahead.

SRS Distribution currently has two private equity investors: Berkshire Partners LLC. (since 2013) and Leonard Green & Partners L.P. (since 2018). “Over the past 16 years, SRS Distribution has successfully grown its business while delivering tremendous shareholder value to its investors and, more uniquely, to its employees,” said Jon Seiffer, senior partner at Leonard Green. “This next chapter with The Home Depot is a logical step in SRS’ evolution and will mutually benefit both companies’ growth prospects for the benefit of all employees, customers and suppliers,” said Josh Lutzker, managing director at Berkshire Partners.

The transaction is expected to close by the end of fiscal 2024 and is subject to regulatory approvals and other customary closing conditions. Jefferies LLC. is acting as lead financial advisor, and Goldman Sachs is also acting as financial advisor to SRS on this transaction.

About SRS Distribution

Founded in 2008 and headquartered in McKinney, Texas, SRS Distribution has grown to become one of the fastest-growing building products distributors in the United States. Since the Company’s inception, it has established a differentiated growth strategy and entrepreneurial culture that is focused on serving customers, partnering with suppliers, and attracting the industry’s best talent. SRS Distribution currently operates under a family of distinct local brands encompassing more than 760 locations across 47 states. SRS Distribution is a portfolio company of Leonard Green & Partners, L.P. and Berkshire Partners LLC. For more information, visit www.srsdistribution.com.