TopBuild Corp. (NYSE:BLD) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.Entry into a Material Definitive Agreement.
On November 7, 2018, TopBuild Corp., a Delaware corporation (“we,” “us” or “our”), entered into a $50.0 million accelerated share repurchaseagreement (the “2018 ASR Agreement”) with JPMorgan Chase Bank, National Association (“JPMorgan”). to the 2018 ASR Agreement, we will pay$50.0 million to JPMorgan in exchange for an initial delivery on November 8, 2018, of approximately 800,000 shares of our common stock, as agreed between us and JPMorgan.The final number of shares to be repurchased under the 2018 ASR Agreement will be based on the average of the daily volume-weighted average prices of our common stock during the term of the transaction, less an agreed discount, and subject to potential adjustments to the terms and conditions of the 2018 ASR Agreement.The final settlement of the transaction under the 2018 ASR Agreement is expected to occur during the first quarter of 2019.At final settlement, JPMorgan may be required to deliver additional shares of common stock to us, or, under certain circumstances, we may be required to deliver shares of our common stock or to make a cash payment, at our election, to JPMorgan.
The 2018 ASR Agreement is part of our previously announced $200.0 million, 24-month share repurchase plan, as approved by our Board of Directors.
