LCI Board Calls Monomoy's $101 Offer Not Superior, Backs Patrick

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LCI Industries said on Friday that its board of directors has unanimously determined that an unsolicited offer from Monomoy Capital Partners does not constitute a superior proposal. The non-binding offer was $101 per share in cash. The board also does not consider it likely to lead to one.

The decision came after consultation with outside financial and legal advisors. LCI said the board continues to see its planned merger with Patrick Industries as the best route to long-term value for shareholders.

"Superior proposal" is the test a board applies to a rival bid when it has already agreed to another deal.

Why the board says no

The board argued that Monomoy's proposal substantially undervalues the company, and it gave two reasons.

The first is LCI's standalone worth. Together with its advisors, the company updated its long-range plan to reflect the headwinds in the RV industry. On that plan, the board says, a discounted cash flow valuation implies a midpoint above $150 per share, materially above Monomoy's $101.

The second is the Patrick combination itself. The board said the cash proposal sits materially below the implied value of what LCI shareholders would own in the combined company. That value includes about $150 million of net run-rate cost synergies expected within three years of closing. It also includes a share in the future growth of what the board called a fundamentally stronger company.

Where the merger stands

LCI agreed on June 30, 2026 to combine with Patrick Industries in an all-stock merger. Earlier this week LCI confirmed that it had received the Monomoy proposal, which is non-binding. In a separate announcement, Patrick reaffirmed its own agreement with LCI.

The two companies say they are making continued progress and remain on track to close in the first half of 2027. Shareholders of both companies must approve the deal. Regulatory approvals and other customary closing conditions are also required.

The SEC declared the registration statement for the transaction effective on October 19, 2026. The companies began mailing the definitive joint proxy statement and prospectus on or about that date. Both have now filed a supplement with updated information.

LCI shareholders vote at a special meeting on November 18, 2026. The board recommends voting "FOR" the merger with Patrick. Perella Weinberg Partners is LCI's financial advisor and Kirkland & Ellis is its legal advisor.

Source: LCI Industries