JELD-WEN’s $288 Million Secondary Equity Offering

Fried Frank acted as counsel to JELD-WEN Holding, Inc. and certain selling shareholders, while Cleary Gottlieb Steen & Hamilton LLP represented J.P. Morgan Securities LLC as underwriter in the offering.

The $288 million secondary public offering of 10,000,000 shares of common stock of JELD-WEN Holding, Inc. (JELD-WEN), was sold by affiliates of Onex Corporation (the selling shareholders). The offering priced on May 10, 2021 and is expected to close on May 13, 2021.

All of the shares of common stock offered were sold by the selling shareholders. As part of this transaction, JELD-WEN agreed to repurchase 1,000,000 of the 10,000,000 shares of common stock from the underwriter for approximately $29 million. JELD-WEN did not sell any shares and will not receive any proceeds from the offering.

JELD-WEN, founded in 1960, is one of the world’s largest door and window manufacturers, operating manufacturing facilities in 19 countries located primarily in North America, Europe and Australia. Headquartered in Charlotte, N.C., JELD-WEN designs, produces and distributes an extensive range of interior and exterior doors, wood, vinyl and aluminum windows and related products for use in the new construction and repair and remodeling of residential homes and non-residential buildings. JELD-WEN markets its products globally under the JELD-WEN® brand, along with several market-leading regional brands in Europe and Australia.

The Cleary corporate team advising J.P. Morgan Securities LLC as underwriter included partners Jeff Karpf (Picture) and Manuel Silva, associates Patrick Courtien and Ariel Giumarelli and law clerk Andrew Pai. Counsel Jonathan Gifford and Jens Hafemann and associates Benjamin Hanson and Zhiyuan Zuo advised on tax matters. Senior attorney James Corsiglia provided regulatory advice. Partner Brian Byrne and associate Rachel Lerner advised on antitrust matters. Counsel Richard Bidstrup and associate Madison Bush advised on environmental matters. Counsel Mary Alcock advised on employment and benefits matters. Brian Byrne, Richard Bidstrup and Madison Bush are based in Washington, D.C. Jens Hafemann is based in Frankfurt. All other lawyers are based in New York.

The Fried Frank team was led by corporate partners Daniel J. Bursky, Mark Hayek, and Lee T. Barnum, and included corporate special counsel Matthew I. Levy, tax special counsel Ryan L. Conley, and corporate associate Erica Perlmutter.

Involved fees earner: Mary Alcock – Cleary Gottlieb Steen & Hamilton; Richard Bidstrup – Cleary Gottlieb Steen & Hamilton; Madison Bush – Cleary Gottlieb Steen & Hamilton; Brian Byrne – Cleary Gottlieb Steen & Hamilton; James Corsiglia – Cleary Gottlieb Steen & Hamilton; Patrick Courtien – Cleary Gottlieb Steen & Hamilton; Jonathan Gifford – Cleary Gottlieb Steen & Hamilton; Ariel Giumarelli – Cleary Gottlieb Steen & Hamilton; Jens Hafemann – Cleary Gottlieb Steen & Hamilton; Benjamin Hanson – Cleary Gottlieb Steen & Hamilton; Jeffrey Karpf – Cleary Gottlieb Steen & Hamilton; Rachel Lerner – Cleary Gottlieb Steen & Hamilton; Manuel Silva – Cleary Gottlieb Steen & Hamilton; Zhiyuan Zuo – Cleary Gottlieb Steen & Hamilton; Lee Barnum – Fried Frank Harris Shriver & Jacobson; Daniel Bursky – Fried Frank Harris Shriver & Jacobson; Ryan Conley – Fried Frank Harris Shriver & Jacobson; Mark Hayek – Fried Frank Harris Shriver & Jacobson; Matthew Levy – Fried Frank Harris Shriver & Jacobson; Erica Perlmutter – Fried Frank Harris Shriver & Jacobson;

Law Firms: Cleary Gottlieb Steen & Hamilton; Fried Frank Harris Shriver & Jacobson;

Clients: J.P. Morgan Securities LLC; Jeld-Wen;

Author: Martina Bellini