The transaction is a bolt-on acquisition that strengthens Apogee's Architectural Glass segment in high-performance building envelope solutions. The $4M synergy target and 20% long-term margin goal suggest modest operational upside. The earn-out caps at $10M and the acquisition is not transformative relative to Apogee's ~$803M market cap. Monitor Q2 FY2027 closing announcement and the initial 12-month financial contribution. The lack of a financing condition reduces deal risk.
Price Chart
Executive Summary
Apogee Enterprises has entered into a definitive agreement to acquire Keller Companies, Inc. (KCI), the controlling shareholder of Kalwall Corporation and Structures Unlimited Inc., in an all-cash transaction valued at $105 million at close plus up to $10 million in earn-out consideration. The acquisition is expected to close during Apogee's fiscal Q2 2027 and is projected to contribute ~$85 million in revenue with a ~15% adjusted EBITDA margin, with $4 million in cost synergies expected by fiscal 2029.
Key Financial Metrics
Key Facts
- Apogee to acquire all outstanding equity of Keller Companies, Inc. for $105M cash at close (Base Purchase Price), subject to customary adjustments
- Up to $10M additional earn-out consideration contingent on financial objectives for KCI's fiscal year ending November 28, 2026
- Transaction expected to close during Apogee's fiscal 2027 second quarter (by ~August 2026)
- Acquisition expected to contribute $85M revenue with ~15% adjusted EBITDA margin in first 12 months; long-term margin target of 20%
- Apogee expects $4M in operational cost synergies by end of fiscal 2029
- Transaction will be financed with cash on hand and existing credit facility; no financing condition in the Merger Agreement
- Representations and warranties insurance obtained; escrows total approximately $9.5M ($236,250 indemnity escrow, $5M special indemnity escrow, $2M adjustment reserve, $2.4975M retention escrow)
- Acquisition expected to be accretive to Apogee's adjusted diluted EPS in the first year
Financial Impact
$105M base purchase price + up to $10M earn-out, financed via cash on hand and existing credit facility. Expected to contribute $85M revenue and ~15% adjusted EBITDA margin annually.
Risk Factors
- Integration risk: Kalwall and SUI must be merged into Apogee's existing structure without disruption
- Earn-out dependent on KCI's fiscal 2026 financial performance, which may not be achieved
- Projected revenue of $85M and 15% adjusted EBITDA margin may not materialize if demand softens or integration falters
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0000006845-26-000044 |
| Document: apog-20260527.htm | 0000006845-26-000044 |
| Document: apog-20260527_d3.htm | 0000006845-26-000044 |
| Document: 0000006845-26-000044-index-headers.html | 0000006845-26-000044 |
| Document: 0000006845-26-000044-index.html | 0000006845-26-000044 |
| Document: 0000006845-26-000044.txt | 0000006845-26-000044 |
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Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Aug 14, 2026 6w ago | Institutional Cluster | $42.18 $37.43 | ▼ −11.26% | ▼ −9.28% | $35.71 (−15.35%) |
Jul 1, 2026 13w ago | 8-K | $40.57 $39.86 | ▼ −1.75% | ▼ −1.34% | $35.71 (−11.99%) |
May 29, 2026 18w ago | 8-K | $38.41 $46.10 | ▲ +20.02% | ▲ +21.81% | $35.71 (−7.04%) |
May 28, 2026 18w ago | 8-K | $37.74 $48.92 | ▲ +29.62% | ▲ +32.77% | $35.71 (−5.39%) |
May 12, 2026 20w ago | DEFA14A | $35.35 $38.54 | ▲ +9.02% | ▲ +10.75% | $35.71 (+1.00%) |
Apr 24, 2026 23w ago | 8-K | $38.29 $35.30 | ▲ +7.81% | ▲ +11.83% | $35.71 (+6.75%) |
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