Good morning, everyone. This is Dan Moore, Director of Research at CJS. And as a reminder, as always, if we can help follow up on any of the companies you hear from or meet with today, please do let us know. Our next presentation is from Gibraltar Industries. Gibraltar is a market leader in residential products, including roofing and related products, postal and package systems, as well as greenhouses, canopies, related structures, and key components for infrastructure, bridges, etc. We're really happy to have with us this morning Bill Bosway, President and Chief Executive Officer, and Joe Lovechio, Chief Financial Officer. Once again, we'll start with a brief 10-15-minute overview from the company. Following that, I'll ask a handful of questions. As a reminder, if you'd like to ask a question, please submit it through the portal, and we'll do our best to see that it's covered.
With that, Bill, Joe, thanks very much for taking the time this morning, and the floor is yours.
Great. Thanks, Dan. And good morning, everybody. Happy to be here today. Just as Dan mentioned, a brief overview of the overall business. The biggest piece of our business is our residential. And we do a little bit like commercial as well, building products business. And we're going to talk a little bit about, or focus mainly today, on our recently announced acquisition of OmniMax. And then we have our ag tech, and we have our infrastructure businesses. Now, we are in quiet periods, so we really can't talk about the quarter. So I will focus mainly on OmniMax.
But just briefly, with ag tech, that's a business that really is focused on designing, building structures, as well as the subsystems that help grow things, mainly fruits, vegetables, flowers, plants, etc., but also structures that have other applications, whether it be car washes, research facilities for ag tech universities, canopies for quick-serve restaurants, C-stores, travel plazas like Love's and Pilot J's and all those good things. And we've been in that space for quite a long time. And then our infrastructure business is really focused around bridges, but we also do a lot of coating and rubber product for runways and highways, mainly runways, both at large commercial airports as well as military runways. And that's the coating piece. The manufacturing piece is really about bearings and expansion joints that, obviously, as you know, bridges have to move for seismic reasons in different directions.
The things that we make allow them to do that. We're a leader in that space as well. We're the largest player in the agtech space in North America, really the largest player in bearings and expansion joints and rubber products for the infrastructure space. We're also effectively the largest player in the residential building product space in what we do. Let me switch gears and talk about that for a bit. We announced on November 17th the acquisition of OmniMax. If you think about this industry, let me start with what that is for us. When you look at a roof of a home, everyone sees the shingles. What you may not see is what either goes underneath that roof or is an integral part of the roof.
And that can be a trim, a flashing, or some type of ventilation product. All of those are designed and installed with the intent of making sure your roof doesn't leak and that the airflow in your attic space or throughout your home has good, solid performance such that you don't end up with things like mold. So this is an industry that is driven off of repair to start with. It's about 85% of our business is driven off of repair. This is not R&R. It's not remodel. People don't remodel their roofs. They repair their roofs. And their roofs need to be repaired for two main reasons. One, they'll age out. Or two, there's some type of weather event. And the majority of that is aging out. And then, of course, the weather events contribute on top of that.
In the U.S. today, we have between 80 and 85 million single-family homes, and we have another 40 million multi-family residential units as well. That doesn't mean there's 40 million individual multi-family units, but there's some subset of that that would be added to the 80 to 85 individual homes. Of those homes that are out there, the average age is roughly now around 41 years. That's up from about 31 if you go back about 10 years ago. That means, on average, that a home has probably replaced the roof at least once or they've had two roofs in their lifetime. They last around 20-25 years, depending on the type of roof you have, and so that's, again, the built-in annuity, if you will, with installed base that drives a lot of the business and then the weather on top of that.
About 15% of our revenue in this industry is really repair. I'm sorry, is really new construction. And obviously, we benefit from that. The combination of the affordability challenges that we've seen the last two or three years have kind of recessed the market for the last two or three years. We've been dealing with that accordingly. We've been finding ways to grow in that environment. But ultimately, at the end of the day, I do think as the market recovers over time, we're going to be in a great position, particularly with the acquisition of OmniMax, to take advantage of that as we broaden our geographic presence as well as broaden our product line to serve things around the roof. So with that, there are two things that I'd share first and foremost. Both us and OmniMax have gone through our respective transformations in our residential building products business.
We are almost exact replicas of each other to start with, both in size and profitability, but also in channel and customer and supply base, manufacturing, manufacturing process. If you went into either one of our facilities, you wouldn't know which one you're in unless there was a sign at the front. That's how similar we look. So the one message I want to make sure people understand is this is what we do every day. We're not buying a door company or a window company or a decking company, something that we've never done before. This is exactly what we do every single day. And that's important when you think about how do you drive synergies and integration for the business. It's obviously relatively easier when it's what you're doing every day. And so the familiarity and the similarities make a big difference relative to integrating going forward.
So that's kind of point number one. Back to this point number two that we've both gone through this transformation. When we started our efforts back in 2019, we had a business that wasn't growing in residential, and it was going in the wrong direction in the margin as well. And so we worked really hard during that time period to take a business that was about $460 million making 14.5% Adjusted Operating Income and said, "We need to do something different." It was a very fragmented group of companies. It was companies that we had bought over many years, never really integrated different systems. We had eight different operating systems across this group of nine companies trying to close the books every month and every quarter. Not the easiest thing to do.
And most importantly, we really weren't scalable to even bolt on things to take advantage of opportunities for synergy and to drive the business even better. We've since simplified that down to three companies. We've got new leadership and have had new leadership in all of our residential businesses over the last four or five years. Really implemented 80/20 mentality and approach to running the business, which has really been very helpful. And then we've been digitizing the business in a way where we have common systems. So outside of a couple of locations that we'll do this year, we'll have everybody on one operating system for ERP. That's a complete suite of things, not just financials, but everything, warehouse management included. We've got one HRS system, which we actually never had before.
The reason those are relevant isn't just about leverage and scalability, but it's also about cyber and making sure you protect the business and putting in a stronger foundation so you can have the opportunity to use other technology, whether it's Power BI or for us, we've been using Peak AI for inventory planning and demand planning for the last two and a half years and so forth, so that foundation is important as you think about digitizing the business and integrating and interacting with customers as well as your suppliers and running the business, so net result of that work on an organic basis has been pretty positive. We also sprinkled in a number of acquisitions during that time period. We did five, and those effectively were done through and funded through the cash we generate in the business.
The business does generate a lot of cash, and you'll find OmniMax does as well. We are a low CapEx business to start with, about around 2% of sales, and that will continue for us as we deliver. We'll continue to bolt on more as we fill the gaps geographically that we still have out in the marketplace, but the end result of that effort was that the business in 2024 landed around $780 million with almost 500 basis points improvement on the margin as well, so we've done a fairly decent job of getting the business to a point where we feel like this is a strong platform. We like the end market. Now we can continue to invest even further.
If I told you the story around OmniMax, it's similar but yet different in the sense that we've known OmniMax for a long time. They were a different business if you go back 10 years and 15 years, and really, the last five years, they've done much more in the portfolio optimization aspect, so they've 80/20 their portfolio, if you will. They got out of a lot of European building product stuff, which wasn't good business. They got out of some building envelope businesses that weren't great. They got out of specialty building products like RV windows. They got out of aluminum fencing, and really, what they've landed with is the exact same stuff that we are in. In fact, the companies that they have brought into the portfolio are the same kind of companies that we would normally bolt on over a period of time.
And there are five of those that have very strong brands. Actually, there are six because they've had a couple in the seven. There's a couple that have been in the portfolio for some time. But they had very strong brands that complement the brands that we have. They also have brought in new leadership over the last two or three years. They centralized a lot of the work when they did integrate the companies. They created a transformation office a few years ago that has been key to driving their success. And they've also brought in some outside help supporting their integration. So that's all resulted in them also improving their adjusted margins around 400-500 basis points at the same time we were having the same type of experience.
So as I mentioned earlier, and sorry, the last other thing I'd mentioned here is they also have done a good job on bringing all their businesses onto one operating system. So when these two businesses come together, we're not crunching together 15 operating systems. We're actually connecting two, which is very easy to do, an Oracle and an SAP operating system. And bridging those two is very manageable and very effective. And you want to be able to bridge that because as you're interacting with customers, you can imagine around the country at the local levels where we have presence, we're going to be taking order entry from oftentimes a centralized approach and then executing appropriately. So your systems have to be flexible enough to be able to do that and then blow that out to your supply base on a real-time basis.
Having a system side like it is is going to be very important as we go through our integration. And having that done is a nice thing to have. When you think about this business also as it relates to swim lanes, the addressable market that we have in North America, really just the U.S., but mainly the U.S., is around $9 billion. When you put these two businesses together, we're going to be probably about $1 billion and $1.05 billion, maybe $1.1 billion to start. What that tells you is we've got a lot of runway. We're not having to get into a bunch of other building products to building product categories to go after something that already exists. There is no other Gibraltar, and there is no other OmniMax in our space.
The rest of the industry is really made up of how we built our respective businesses, which is really private, typically family-owned businesses, and those bolt-ons will help us as we continue to expand into the right MSAs to support our customers and their requirements for us to be as local as possible on a national basis, so when you think about this, people ask all the time, "Well, are there dissynergies? Where are the overlaps?", and the reality is there's very little dissynergy because they are in places where we're not and vice versa. As an example, the Northeast is an area that we've never really participated in as we've been fixing our business. That's not been our focus. They've been strong in the Northeast for years, so they fill in a gap for the Northeast for us, parts of the Southwest.
We fill in gaps in the Midwest and Upper Northwest. Neither of us are great in California, so there's an opportunity to go do something together there. And so when we think about this as a complementary nature, that's what we mean both geographically as well as product line. So there are trims, flashings, and soffits and fascia, things of that nature that we both do today around the country. We are in metal roofing, but we are also in ventilation where OmniMax is not, and they are in rainware and drainage where we're not. So anything around the roof or that touches the roof is really what the two companies do. And on a commercial synergy perspective, we absolutely will have an opportunity to go do some things in parts of the country that neither of us could do today on our own.
I give the example because it's probably one of our most focused examples is around ventilation. We are the leader in the U.S., have been for years. We probably do $120 million or so ventilation, maybe a little bit more. We really don't do anything in the Northeast, which is a highly populated area with a lot of homes. If you fast forward and say, "Well, what is that opportunity?" The opportunity, whatever it is going to be, is going to be pretty interesting.
But what we inherit is a sales engine that exists in the region, and we inherit a manufacturing region that can support making our ventilation for the Northeast locally versus us trying to have to ship that from other parts of the country, which doesn't work out so well because this industry, A, is very local in terms of the codes and specs and what you have to have available. And there are fundamentally eight different types of ventilation they use across the U.S. today, and it varies not only by region, but it also varies by roof type. So to be successful in a region, you have to be local on the 80s that you sell in that space, and then you try to source maybe your 20s from regional facilities.
So getting into the Northeast of ventilation is going to be a big opportunity for us, and we're super excited about that. There are parts of the Rocky Mountain region where we have good presence, but we actually are not in the snow guard business, but OmniMax is. So taking pieces of equipment and transferring that to operations closer to where the end market really does require some things is where there's going to be some opportunities for us to do some things on the commercial side. So we have really big synergy opportunities on our cost side. That's all we've put in our plan. We have commercial synergies that will be coming. Once we close, we'll talk more about that for the street and those that are interested.
But if I saw anything in my career, in my last 30 years in this residential space, these are two companies that sit in the exact same swim lane, swimming basically the same strokes. And that's really important to us in a TAM that's quite large that we're going to be going after. And so pretty excited about getting to the close. I will stop here with one other comment. People are asking about when we think that might be. We filed HSR, so DOJ is going through that process now. That's the gating item. We said we'd close the first half this year. We think that's a very real possibility. What we'd like to see happen is that close happen before we report earnings in late February, and that will give us an opportunity to share the full year guide with the combined business.
So that would be ideal, and we're working hard towards that. We just don't control every aspect of that right now, but hopefully that's where we'll land. So let me stop there, Dan, for any questions that you may have or the group may have.
Perfect. Appreciate that very much, Bill. The first question was, what does OmniMax bring to the table? I think you covered that quite well. Maybe just in terms of the synergies, I think you've targeted $35 million cost synergies by 2028. What are the cash costs we should be thinking about that you would encourage to achieve them, and how much of those would you expect to generate sort of year one post-close on a run rate basis?
Yeah. So.
What do you think about that?
Yeah. We've got $35 million by the end of year three, and $20 million of that will be in year one. The four buckets are logistics, supply chain, kind of SG&A and 80/20. Our cost to achieve those are mainly in the SG&A world as we optimize the organization. And it'll be $2 million-$3 million in total. Most of the other synergies are not either capital or expense initiative. When you think about what we'll be doing in supply chain logistics, there'll be a little bit of that, but it's not a large cost to achieve those. And so it's a net number on the $20 million. It's already baked in the cost to achieve where the cost actually is going to occur in year one. So in the SG&A world, it's a net number, and that's what goes into the $20 million to start with.
So not a big number to achieve based on the nature of the types of things that we'll be doing. What's not baked into our plan, and typically people ask this a lot, it's a good question, is how much, gosh, all these factories, and will you be consolidating or closing? And no, the answer is not. Because we're so complementary geographically, the factories and their locations actually fit quite well with keeping them very focused on our two channels, whether it be roofing wholesalers or big box retail. Not a lot of consolidation. There'll be some opportunity to move some piece of equipment across the network so we can actually bring some of those commercial synergies together. There'll be a little bit of opportunity to optimize the facilities a little bit better.
That'll be later in year three the way we plan, but that's not a big portion of the savings to start with. But there will be some operating benefit from doing that. So that's the summary there. The other thing I would say, Dan, for the audience is you don't really go to the street with $35 million because you've identified $36 million. And a lot of people will do this, analysts in particular, the bankers in particular will say, "You have a cost base, and so you should get 8% or what have you." That's historically a number that people hang their hat on. That's not how we built this plan. It's built from the bottom up. If you looked at $35 million on the cost base of the combined company, it's around 4%. If you went up to 7%, that's $60 million.
My point to everybody is we wouldn't come to the street without more in our back pocket. You always want to have one and a half, two times identified. That's just the cost synergy side. The other piece I would want to make sure people understand is it's easy to identify things on paper. The execution piece is what really matters at the end of the day, as everyone knows. We have an IMO office, Integration Management Office, stood up. It actually has been up and running for two and a half years as OmniMax was going through its transformation. They actually stood this up. It's a full-time team of folks that's what they do. We've subsequently added a couple of people. So we have a team of six. This is a full-time role. They stay in this, and we'll keep this running for the next three years.
That team is in place, been working the last month. There's only so much we can do until we close, obviously, but there's a lot around getting prepped for day one, the types of things that we're going to work on, and how we prioritize. And then we have a transition team as well. And that's really having a buddy system for each functional area with two leaders that will be driving a lot of synergies that come across each function at the same time. So a lot of work's gone into that. And then, of course, we have a steering committee. That's me and a few others that meet every Friday to get an update on our progress. teams meet every Tuesday and Wednesday. So the engine is purring. We're just waiting for the close so we can get started accordingly on driving the benefits that we've committed to.
Very helpful. You mentioned more to come, but I'll ask in terms of potential commercial/revenue synergies, how do we think about those over the next three to five years? And sticking with the sort of pro forma resi business, how do we think about kind of organic top-line growth algo and where overall EBIT or EBITDA margins could be three to five years from now?
So let's break down that a little bit. We'll start with kind of the base organic growth. The way we've built our plan over the next really three to five years, but let's focus on breaking down by a year. 2026, we've assumed the market to be similar to 2025. There's some positive tailwinds that are starting to churn a bit, and you're starting to see more people think about the repair because that's really what we're in. Not so much new construction, but the repair piece of this has some positive growth in 2026. Not a whole lot, maybe one or 2% at best, and starting more after Q1 type of thing. We've not assumed that. We've just assumed that the market will be flat versus 2025. And I think that's prudent. All our cost synergies, none of them are volume dependent.
It's all about taking our base of 2025 and improving that cost, so if you hold your volume as is, then you drive accordingly, and that's important to note in the modeling. I do think as affordability gets a little bit easier, and people think about that in a number of ways, but affordability is going to be driven off of all kinds of discretionary income, so whether that's at the gas pump, the tax benefits that are going to hit this year for folks, interest rates, the 30-year finally went under 6% this past week. Whether it stays there or not, I'm not a predictor of that, but there are a lot of people projecting that we'll be closer to 5% by the end of the year, whether it's 5% or 5.5%.
I think being in the 5s is emotionally an important thing, but also in reality, it's an important thing. So I do think there's a number of ways to get after affordability. We have seen price points come down on existing homes in a lot of major markets, not substantially, but enough to make a difference, I guess, for some folks. And so as long as the economy stays relatively strong and unemployment hangs in there at a reasonable amount and the fear of losing your job kind of subsides, I think there may be 2026 may be a year of transition where it's not negative, but it's not overly positive, but it's trending in the right direction. And that's the way we built the plan. So if that's the case on the market, we try to push ourselves to drive it GDP + 1% or +2%.
Market + 1% or +2%. That says, "Go get more participation." I think the combined effort of the businesses coming together will allow us to have access to business opportunities in a different way than we would have on our own. I think that's going to allow us to facilitate growing our participation at a faster rate, therefore growing at a faster rate. Again, we didn't model that this business would be explosive in the next three to four years with a big hockey stick. As the market recovers or returns and starts to turn more positive, I think we're going to be in a great position to not only take advantage of the growth, but to convert at a higher rate, which kind of gets to your margin question.
When you're driving $35 million of synergy on cost at a minimum on an $850 million base or a $1 billion one, and you think about, "Well, if there's upside on that as well," let's say you're to reach, say, $50 million. $50 million on a $1 billion is 500 basis points, right? So the margin opportunity for us is there for us to improve, to take a 19% EBITDA type business and get it into the 20s. Our expectation is, and our modeling says, "We will get there. We know how to do that." It's going to be driving the things that we just talked about, but it's also going to be expanding our growth rate faster than we would otherwise, and hopefully faster than the market and others. So long answer to those three questions. Hopefully, that covers everything, Dan, that you're asking.
No, it definitely helps. I appreciate the walk here from kind of a near-term view. In terms of kind of an aside, but renewables, any update on expected timing and what might be holding up sale of that business?
Yeah. First of all, there's really nothing holding it up per se outside of we got in the holidays. And of course, we knew that going in, but that had a little bit of impact. But I would say we're in the late innings, and things are progressing. And obviously, we'd like to get that done. It'd be awesome to have that done before we close on this just to get that off the table so we can focus even more on what we're doing here. But I think that's a general I think we expect that timeframe to be pretty consistent. So sooner than later, but good progress.
Very helpful. And I guess the corollary to that, any impact on potential sale price proceeds just given it's gone a little longer than maybe expected?
No, I don't think anything's changed in the last 60 days in terms of where we think we're going to land. But the timing of this has not much to do with that at all. It's just more as you work through your various processes, whether it's LOI, your purchase agreements, and all that good stuff. And it's just an iterative process, and you're just working through that piece of it. So that's what kind of drives the movement on some of the timing, but not because of a sale price discussion, if you will.
Yep. And sort of putting that together, I think at the time of OmniMax, this had pro forma leverage be in the kind of 3.7 range at close. If we exclude synergies, what does net leverage look like kind of day one, and how quickly do we think we can get down closer to the low threes or three times?
Yeah. Dan, so basically, at close, excluding synergies, we'd be close to four times, and we're targeting to be two to two and a half, 24 months after close. And we got a number of levers that will go after to do that. If you kind of look at our glide path down, that would say after about year one, you'd be approaching that three times. But the big things are, as Bill mentioned, both businesses generate a lot of cash. We've got the opportunity with synergies that we talked about. They're both pretty low capital intensive businesses. And then we've got some working capital opportunity that will go after. And then we've got the benefit of some cash tax benefits that we get with the acquisition that we'll be able to start utilizing pretty quickly.
And so that's really the things that we'll go after to get that leverage to 2-2.5x within 24 months. And like I said, that glide path gets you close to 3 after year one.
Really helpful, Joe. We talked kind of about the near term in terms of resi, switching gears maybe to ag tech. Do you expect orders and backlog to continue to grow? What are your expectations for growth and margins over the next 12-18 months? And what would it take to get to a more consistent kind of low to mid-teens EBITDA margin in that business?
Yeah. I do expect backlog to continue to grow as we're working on new opportunities. We'll be double-digit margin this year in that business. And I think as we get into 2027, you'll see us get closer to mid-teens just operating margin at that point. But a lot of good activity out there. As you know from seeing what we do, we still struggle a little bit with these large projects moving around from quarter to quarter. But in general, if I look at the investments that are coming that we're currently working on, it should be a pretty robust year for the team.
Helpful. And similar infrastructure, what's kind of the outlook near term and longer term with resi now comprising three quarters of the business? Does that still fit within the context of the portfolio as we look out beyond the next kind of one, two, three years?
Yeah. Well, first of all, the business is running well, and it's been consistently running well for three years now at levels we think are obviously sustainable since they've been like that for three plus years. I think the funding that is, yeah, the bill that's going to expire here in about a year, it's a pretty bipartisan supported thing. And we're not anticipating a slowdown because of that. There's a lot of talk in DC around what to do next. And the interesting thing with the big, beautiful bill, with all the funding from the IRA that wasn't spent, there's a lot that can be redirected without having to go through a similar process where both sides of the aisle can take credit for however they want to take credit for it and message, but they can continue to fund infrastructure, and that's fully expected to happen.
So feel good about that. We have some new technology rolling out in the fiber optic space, which is also going to be helpful. But I'd also say this, and I'll say it, I've said it openly to everybody. Our portfolio will continue to simplify over the next two years. It will look different than it does today. So you can think about that however you would like for today, but we will continue to simplify, and we'll have some optionality as we contemplate doing that, but we will be doing some things going forward as well.
Helpful. I think we've kind of put the pieces together, but I did have a question that came in, just thoughts on the overall organic top-line growth potential for the company if you want to kind of put a bow on that. And then we've got one minute, so any other closing remarks you might have would be great and appreciated.
Yeah. Well, we're going to come out here in a month with a guide that's going to probably reflect and answer a little bit of that. And I know that will be mainly for the techs, but I think with these two businesses coming together and getting in at the right time before this market starts to recover, it's going to be the potential for this to accelerate is pretty interesting. We'll have good growth contribution this year from our ag tech businesses. We have the benefit also of we don't yet have a full year from the acquisitions that we did last year in metal roofing as well as our lane acquisition. So that'll contribute this year on a year-over-year basis. So if our residential business and the market cooperates a bit, I think we've got a decent opportunity to generate some growth this year organically.
As the residential market gets a little bit stronger, I would expect 2027 and onward to accelerate given the position we'll have in that space.
Fantastic. Bill, Joe, appreciate the time. I look forward to hearing more in a few weeks. And as always, if we can help follow up, please do let us know. Have a great day.
Yeah. You too. Thanks, everyone, for joining. Take care.
Okay.
Bye-bye.