AMWD AMERICAN WOODMARK CORP

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Executive Summary

American Woodmark (AMWD) has been acquired by MasterBrand (MBC) in an all-stock merger that closed on May 28, 2026. Each AMWD share was converted into 5.150 shares of MBC common stock, and AMWD is now a wholly owned subsidiary of MasterBrand. AMWD common stock will be delisted from Nasdaq effective May 29, 2026, and the company intends to deregister its shares and suspend its SEC reporting obligations.

Actionable Insight

Key Facts

• Merger closed on May 28, 2026; AMWD became a wholly owned subsidiary of MasterBrand.
• Each AMWD share converted into 5.150 shares of MBC common stock.
• Approximately 77,031,379 million shares of MBC common stock issuable as merger consideration.
• Pre-closing MasterBrand shares represent approximately 63% of the combined company's outstanding shares.
• AMWD common stock will be delisted from Nasdaq effective May 29, 2026.
• AMWD intends to file Form 15 to deregister and suspend reporting obligations.
• All AMWD directors and officers ceased service at the Effective Time; three former AMWD directors joined MasterBrand's board.
• Combined company expects ~$90M annual run-rate cost synergies by end of year three and EPS accretion in year two.
• AMWD's credit agreement with Wells Fargo was terminated at closing.

Financial Impact

Merger consideration valued at 5.150 MBC shares per AMWD share; ~77M MBC shares issued; ~$90M annual cost synergies expected by year three.

Risk Factors

• Integration risk: failure to achieve ~$90M annual cost synergies or EPS accretion by year two.
• Tariff exposure: forward-looking synergy estimates do not reflect future tariff increases.
• Delisting of AMWD eliminates standalone liquidity for legacy AMWD shareholders.

Market Snapshot

Documents Analyzed

This report is based on 7 SEC documents filed with EDGAR.

US Market Status

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