Monomoy’s $101-a-share offer does not surpass LCI board’s valuation
Key Facts
LCI Industries’ board of directors unanimously determined that the nonbinding proposal from Monomoy Capital Partners to acquire the company for $101 in cash per share does not constitute a “superior proposal” and is not reasonably likely to lead to one. The decision sets the board’s position on Monomoy’s proposal, announced in October, while the board continues to recommend the existing merger agreement with Patrick Industries. According to a statement from Patrick dated October 28, LCI informed the company that it had received Monomoy’s proposal, and LCI’s board did not change its recommendation in favor of the merger with Patrick. The board entered into the merger agreement with Patrick on June 30, 2026, before the rival cash proposal emerged. Shareholders are therefore still being asked to vote on the existing deal, pending completion of regulatory review.
The $101-per-share cash proposal contrasts with an agreement that gives LCI shareholders shares in Patrick, rather than a fixed cash amount. Under the exchange ratio set out in the merger agreement, each LCI share entitles its holder to 1.2440 Patrick shares, with cash paid in lieu of any fractional shares. The difference in consideration means the value of the existing deal tracks Patrick’s share price, while Monomoy’s proposal sets a cash amount for each LCI share. Available trading data show that LCI shares, trading under the ticker LCII, closed at $98.97 on October 29, below the $101 cash proposal. The closing price also rose from $84.87 on October 23 to $98.97 on October 29, a period that saw the proposal announced while the Patrick deal remained on the table.
The contest for the company comes as LCI reported a decline in quarterly sales, alongside improvement in net income and earnings per share. Consolidated sales were $968.7 million in the second quarter of 2026, down 12.5% from $1,107.3 million in the second quarter of 2025. Net income, by contrast, rose 16% to $67.1 million from $57.6 million a year earlier. Diluted earnings per share increased to $2.75 from $2.29 in the comparable period. The company said its 2026 revenue outlook is now between $3.9 billion and $4.1 billion after it was lowered to reflect weak market conditions, and that adjusted sales exclude the effect of an expected tariff refund to be passed on to customers.
The Patrick deal remains subject to approval and a shareholder vote. On October 9, LCI and Patrick received a second request for information and documents from the U.S. Department of Justice as part of the merger review. The request extends the waiting period under the merger review law until 30 days after the companies have substantially complied, unless the period ends earlier or is extended by agreement. The disclosure did not give a date for the review’s completion; the vote therefore remains a separate milestone from the conclusion of regulatory review. LCI shareholders are scheduled to hold a virtual special meeting on November 18, 2026, at 9 a.m. Eastern Time to vote on the Patrick deal. On October 28, Patrick reaffirmed its commitment to the merger agreement, as LCI announced it had received Monomoy’s proposal.