A. O. Smith acquisition history

A. O. Smith acquired all of the outstanding common stock of State Industries, Inc., an Ashland City, Tennessee water-heater manufacturer, from Ocelot Oil Corp. and related Lindahl family trusts under a Stock Purchase and Sale Agreement dated September 13, 2001. The deal materially expanded A. O. Smith's residential and commercial water-heating business. approximately $57.8 million in cash (plus assumption of approximately $56.3 million of State Industries bank debt and related liabilities).

A. O. Smith acquired substantially all of the assets of General Electric's Industrial Control Systems Division relating to GE's hermetic electric-motor operations in Scottsville, Kentucky, under an Asset Purchase Agreement dated May 13, 1998, adding hermetic motor manufacturing to A. O. Smith's electric-motor business. (A. O. Smith later divested its electric-motor business to Regal Beloit in 2011.). $120 million in cash (subject to adjustment).

A. O. Smith acquired substantially all of the assets of MagneTek, Inc.'s Motors and Controls Division — a business developing, manufacturing and selling fractional, integral and DC electric motors — under an Asset Purchase Agreement dated June 28, 1999, significantly enlarging A. O. Smith's electric-motor operations. (The electric-motor business was later sold to Regal Beloit in 2011.). approximately $250 million in cash (subject to adjustment).

A. O. Smith acquired GSW Inc., a Canadian-based manufacturer of water heaters and building products with 2005 sales of approximately $520 million (U.S.). GSW's American Water Heater Company operations strengthened A. O. Smith's position in the U.S. retail water-heater channel (including a Lowe's relationship) and expanded its presence in the Canadian market. approximately $340 million in cash.

GSW is a very well-run business with talented people and productive operations in the U. S. and Canada. This combination of products, brands, and people enhances A. O. Smith’s status as one of the leading global suppliers of residential and commercial water heaters.Ajita G. Rajendra — President, A. O. Smith Water Products Company

Through A. O. Smith (Shanghai) Water Treatment Products Co., Ltd. — a newly formed entity in which A. O. Smith holds 80 percent — the company concluded its purchase of the water treatment business of Hong Kong-based Tianlong Holding Co. Ltd. The business supplies reverse-osmosis water-purification products to Chinese residential and commercial markets and to export markets, marking A. O. Smith's entry into the global water-treatment industry.

This is an important strategic action that we believe will benefit A. O. Smith and its shareholders. This puts A. O. Smith squarely in the rapidly growing global water treatment industry.Paul W. Jones — Chairman and Chief Executive Officer, A. O. Smith Corporation

A. O. Smith acquired privately held Lochinvar Corporation of Lebanon, Tennessee, a leading manufacturer of high-efficiency boilers used in commercial and residential hydronic heating and hot-water applications. The purchase price of approximately $418 million was funded from cash and A. O. Smith's revolving credit facility. approximately $418 million.

The addition of Lochinvar represents an excellent fit with our strategy to become a leading global water technology company. Lochinvar is a well-known and widely respected brand in our industry, and their emphasis on energy efficient products, world-class quality, and outstanding customer service fit well with our existing water heater business.Paul Jones — Chairman and Chief Executive Officer, A. O. Smith Corporation

A. O. Smith acquired Texas-based Aquasana, Inc. from consumer-focused private equity firm L Catterton for $87 million in cash. Aquasana designs, assembles and markets premium water-treatment products — whole-house treatment systems, drinking-water solutions and shower filters — sold directly to U.S. consumers online as well as through retail outlets and distributors. The deal marked A. O. Smith's entry into the North American water-treatment market. $87 million in cash (on a debt/cash-free basis; subject to net working capital adjustment).

This acquisition fits squarely within our stated strategy to expand our core product offerings to new geographies that present growth opportunities... Aquasana’s products today address a full range of water quality issues and acquiring Aquasana is a significant first step to bringing our industry-leading reverse osmosis water treatment technology and innovative product development capabilities to the large and growing U.S. market.Ajita G. Rajendra — Chairman and Chief Executive Officer, A. O. Smith Corporation

A. O. Smith acquired 100 percent of the shares of Hague Quality Water International, an Ohio-based water-softener company, expanding its North America water-treatment platform. Per A. O. Smith's FY2017 Form 10-K, the aggregate cash purchase price was $43.1 million (net of $4.1 million of cash acquired), representing a multiple of approximately eight times EBITDA, with a contingent earn-out of up to $2.0 million. $43.1 million (aggregate cash purchase price, net of $4.1 million cash acquired; plus contingent payment of up to $2.0 million).

On September 5, 2017, the Company acquired 100 percent of the shares of Hague Quality Water International (Hague), an Ohio-based water softener company.A. O. Smith FY2017 Form 10-K — Acquisitions note

A. O. Smith acquired family-owned Water-Right, Inc. of Appleton, Wisconsin — including all subsidiaries, real estate and sister company Mineral-Right, Inc. — for $107 million in cash. Water-Right is a water-quality solutions provider with residential and commercial products (brands including Evolve, WaterCare, Sanitizer Series, Impression Series and CustomCare), a retail arm (Water-Right Services) and a state-certified lab (Clean Water Testing). $107 million in cash (subject to customary adjustments).

The acquisition of Water-Right squarely supports A. O. Smith’s growth trajectory in water treatment and enables A. O. Smith to expand beyond its strong presence in the direct-to-consumer and retail spaces with Water-Right’s capabilities in the wholesale and independent water quality dealer channels.Kevin J. Wheeler — President and Chief Executive Officer, A. O. Smith Corporation

A. O. Smith acquired Master Water Conditioning Corporation, a second-generation family-owned water-treatment company based in Pottstown, Pennsylvania, in an all-cash transaction on undisclosed terms. Master Water offers residential, commercial and light-industrial point-of-entry water softeners, filters and ultrafiltration systems under brands including Alliance, Clarifier, MasterFusion, Satin Series, PuroPro, UltraPro and Clear Reflections. A. O. Smith's FY2021 Form 10-K discloses two privately held water-treatment acquisitions during 2021 without individually stating their values.

A. O. Smith acquired Giant Factories, Inc., a Canada-based manufacturer of residential and commercial water heaters with trailing-twelve-month sales of approximately US$105 million, for a purchase price of approximately US$192 million in cash. The purchase implied a multiple of about 9.5x adjusted 2023 projected EBITDA after an expected tax benefit and projected synergies. approximately US$192 million in cash (approximately $198.6 million net of cash acquired per FY2021 10-K).

A. O. Smith acquired Atlantic Filter Corporation, a third-generation family-owned water-treatment company founded in 1955 and based in West Palm Beach, Florida, in an all-cash transaction. A. O. Smith's FY2022 Form 10-K reports the company acquired a privately held water-treatment company during the second quarter of 2022 for an aggregate cash purchase price of $5.5 million, net of cash acquired. $5.5 million (aggregate cash purchase price, net of cash acquired).

A. O. Smith acquired Water Tec of Tucson, Inc., a second-generation family-owned water-treatment manufacturer and dealer founded in 1967 and based in Tucson, Arizona (with an assembly location in Las Vegas, Nevada), expanding its West Coast presence. A. O. Smith's FY2023/FY2024 Form 10-K reports a privately held water-treatment company acquired during the third quarter of 2023 for an aggregate cash purchase price of $16.8 million, net of cash acquired; the FY2024 10-K names Water Tec as that 2023 acquisition. $16.8 million (aggregate cash purchase price, net of cash acquired).

A. O. Smith acquired Impact Water Products, a privately held water-treatment company, in the first quarter of 2024, adding to its North America water-treatment platform (the Impact brand is sold through water-quality dealers and contractors). A. O. Smith's FY2024 Form 10-K reports the aggregate cash purchase price was $21.3 million, net of cash acquired. $21.3 million (aggregate cash purchase price, net of cash acquired).

In the first quarter of 2024, we acquired Impact Water Products, a privately-held water treatment company.A. O. Smith FY2024 Form 10-K

A. O. Smith acquired Pureit, Unilever's residential water-purification business, for approximately $120 million in cash. Pureit — first launched in 2004 in Chennai, India — offers a broad range of residential water-purification solutions (devices, filters and spares) with annual sales of about $60 million, primarily in India and across markets including Bangladesh, Sri Lanka, Vietnam and Mexico. approximately $120 million in cash (approximately $124.6 million aggregate purchase price per FY2024 10-K).

Pureit complements our premium brands in the market and their strength in e-commerce will allow us to expand our presence in that channel. This acquisition aligns with our strategy of adding scale and enhances our premium water treatment product portfolio and distribution footprint.Kevin J. Wheeler — Chairman and Chief Executive Officer, A. O. Smith Corporation

A. O. Smith acquired LVC Holdco LLC (Leonard Valve) of Cranston, Rhode Island, founded in 1911, for $470 million (about $412 million after estimated tax benefits). Leonard Valve designs and manufactures water-temperature control valves and digital and thermostatic mixing systems and, with its Heat-Timer brand of advanced boiler controls, serves hospitals, schools, universities and other institutional and commercial settings. The all-cash transaction was funded with borrowings under a new credit agreement. $470 million (approximately $412 million after estimated tax benefits).

This acquisition expands our presence in the water management market, enhances our digital expertise and broadens our integrated product offering with commercial and institutional customers. We are proud to welcome the Leonard Valve team into the A. O. Smith family.Steve Shafer — Chief Executive Officer, A. O. Smith Corporation