Griffon Concludes Review of Strategic Alternatives

Griffon Corporation (“Griffon” or the “Company”) (NYSE:GFF) announced today its Board of Directors unanimously decided to conclude its review of strategic alternatives. After extensive evaluation and deliberation, the Board determined the ongoing execution of the Company’s strategic plan is the best way to maximize value for shareholders at this time.

Also today, the Griffon Board approved two actions to return additional capital to shareholders. First, Griffon increased its share repurchase authorization to $258 million from the prior unused authorization of $58 million. Second, the Griffon Board declared a special cash dividend of $2.00 per share, payable on May 19, 2023 to shareholders of record as of the close of business on May 9, 2023.

The Griffon Board initiated the strategic alternatives process in January 2022 with the formation of a Committee on Strategic Considerations, comprised solely of independent members of the Board. The Committee, together with its advisors Goldman Sachs & Co and Dechert LLP, evaluated a comprehensive range of strategic alternatives to maximize shareholder value including a possible sale, merger, divestiture, and recapitalization. Griffon publicly announced the process in May 2022 and subsequently solicited interest from a wide range of potential counterparties. After careful consideration, the Board unanimously determined that none of the proposals received reflect the intrinsic value and strong operating performance of the business, and therefore elected to conclude its review.

James W. Sight, Chair of the Committee of Strategic Considerations, said, “After a comprehensive and exhaustive process, the Committee recommended, and the Board unanimously agreed, that continuing to execute Griffon’s strategic plan is the best approach for maximizing shareholder value. Although the process has now concluded, Griffon’s Board will continue to be open to and consider all opportunities to enhance shareholder value.”

“Over the past year, our financial performance has improved despite headwinds in the housing market and the global economy. We remain confident about our business and operating strategy,” said Ronald J. Kramer, Chairman and CEO of Griffon. “The special dividend announced today demonstrates our commitment to providing immediate value to our shareholders, and reflects the confidence of Griffon’s Board and management regarding our outlook.”