Clayton, Dubilier & Rice (CD&R) has announced an agreement to acquire Wolseley UK (Wolseley), a leading specialist distributor of plumbing, heating, climate control, pipe and infrastructure and utility products in the United Kingdom, from Ferguson plc. Through a carve-out transaction for a net consideration of £308 million, Wolseley will become an independent company wholly owned by CD&R funds and management.

The transaction represents the twelfth building products and industrial distribution investment completed by CD&R over the past decade. In 2020, CD&R carved-out White Cap, a leading distributor of specialty construction products, from HD Supply and completed a partnership investment in SIG plc, a UK-listed building products distributor.

The Wolseley brand dates back to the late 19th century and is one of the most respected and well-known in the UK. Today Wolseley is a leading distributor of plumbing and building materials and products, generating approximately £1.5 billion of revenue in FY2020. Nearly two-thirds of the company's revenue is derived from residential renovation, maintenance, and improvement activities. In addition to plumbing and heating products and the associated pipes, valves, and fittings, the company offers air conditioning and refrigeration products to commercial customers as well as products to the civil infrastructure and utilities markets.

Bruno Deschamps, operating advisor to CD&R funds and former chief operating officer of Ecolab, will serve as chairman of Wolseley upon the close of the transaction, expected in the first quarter of 2021. Wolseley is led by CEO Simon Oakland, who will continue in that role.

"We believe that Wolseley, as a freestanding enterprise, can accelerate growth, enhance customer service, and create rewarding career opportunities for our colleagues," said Oakland. "CD&R has extensive experience supporting branch-based networks like ours and shares our vision to continue to build Wolseley's entrepreneurial culture and relentless focus on customer satisfaction."

"Wolseley is a market-leading distribution platform in an industry where CD&R has extensive prior experience and success, and we believe it represents a compelling opportunity to invest at an inflection point and work with a highly credible management team to drive operating improvements and accretive M&A," added CD&R Partner Christian Rochat.

Providing strategic capital to corporate, family, and founder owned businesses has been a central tenet of CD&R's strategy for more than forty years, said David Novak, CD&R co-president. "The disruption of the past ten months has demonstrated the constructive role that we can play providing both capital and operating capabilities to support good businesses. We have a great appreciation for the strengths of Wolseley and look forward to partnering with the leadership team," he observed.

Clifford Chance and Debevoise & Plimpton LLP served as CD&R's legal advisors in the transaction.