LCI Industries filed Definitive Additional Materials (DEFA14A) on November 10, 2026, as Supplement No. 3 to its joint proxy statement/prospectus, disclosing that the LCI board unanimously determined that a revised unsolicited $104.50-per-share cash proposal from Monomoy Capital Partners did not constitute, and was not reasonably likely to lead to, a Lightspeed Superior Proposal.

Key Highlights

  • Revised Monomoy proposal: On November 6, 2026, Monomoy Capital Partners submitted a revised non-binding proposal to acquire all outstanding LCI common shares for $104.50 per share in cash.
  • Increase over prior offer: The November 6 proposal represented an increase of $3.50 per share over Monomoy's October 22 proposal.
  • Board determination: The LCI board unanimously determined that the November 6 proposal did not constitute, and was not reasonably likely to lead to, a Lightspeed Superior Proposal.
  • Merger reaffirmed: The LCI board reaffirmed its recommendation that LCI stockholders vote for the LCI merger proposal with Patrick Industries, Inc.
  • Special meeting unchanged: The LCI special meeting remains scheduled for November 18, 2026, at 9:00 a.m., Eastern Time.
  • Merger structure: Under the Agreement and Plan of Merger dated June 30, 2026, LCI would become a direct wholly owned subsidiary of Patrick following a two-step merger process.

LCI Board Evaluation of Monomoy's November 6 Proposal

According to the filing, Monomoy Capital Partners delivered a revised, unsolicited, non-binding proposal on the evening of November 6, 2026, offering $104.50 per share in cash for all outstanding LCI common stock. The proposal was accompanied by draft debt and equity commitment letters and a limited guaranty, and represented a $3.50-per-share increase over Monomoy's October 22 proposal, which the LCI board had previously determined did not constitute a Lightspeed Superior Proposal.

The filing discloses that on November 7, 2026, LCI notified Patrick of the receipt of the November 6 proposal in accordance with Section 6.3 of the merger agreement. The LCI board held meetings on both November 7 and November 8, 2026, with members of LCI management and representatives of advisors identified in the filing as K&E, PWP, and FGS. At the November 8 meeting, the board discussed responses to certain assertions contained in Monomoy's proposal and, according to the filing, "unanimously determined that the November 6 proposal did not constitute, and was not reasonably likely to lead to, a Lightspeed Superior Proposal."

The filing states that on November 10, 2026, LCI issued a press release announcing the board's determination and reaffirming its recommendation that stockholders vote for the LCI merger proposal. This supplement, identified as Supplement No. 3, further amends the joint proxy statement/prospectus originally dated October 19, 2026, which relates to the pending merger with Patrick Industries under an agreement dated June 30, 2026. The filing notes that previously delivered proxies remain valid and no stockholder action is required as a result of this supplement unless a stockholder wishes to revoke or change a prior proxy.

What Was Disclosed

LCI Industries filed Supplement No. 3 to its joint proxy statement/prospectus, disclosing the LCI board's unanimous rejection of Monomoy's $104.50-per-share cash proposal as not constituting a Lightspeed Superior Proposal, and reaffirming the board's support for the pending Patrick Industries merger.