Legence to acquire Bowers for consideration of $475M

Legence (LGN) announced that it has entered into a definitive agreement to acquire The Bowers Group. The acquisition consideration is approximately $475 million, consisting of $325 million in cash, subject to certain purchase price adjustments, approximately $100 million of Legence’s Class A common stock, and an additional $50 million of deferred consideration to be paid at the end of 2026 in cash or Legence’s Class A common stock, at the Company’s discretion. The cash portion of the purchase price will be funded with a combination of cash on hand, borrowings under Legence’s revolving credit facility and an anticipated $150 million upsize to Legence’s term loan facility, which is underpinned by a commitment from the agent bank under Legence’s credit agreement. Pro forma net leverage is expected to be approximately 2.9x following the completion of the acquisition. The transaction is expected to close in the first quarter of 2026, pending customary closing conditions and regulatory approval.