CALHOUN, Ga. and DALLAS –- Under terms of a “definitive agreement,” Mohawk Industries will purchase Dal-Tile International in a transaction valued at approximately $1.663 billion, including the repayment of approximately $261.7 million in Dal-Tile's debt.

The merger agreement calls for Dal-Tile stockholders to receive approximately 50% of the proceeds in cash and 50% in stock. This formula equates to $11 in cash and 0.2414 shares of Mohawk common stock for each outstanding share of Dal-Tile common stock. The merger agreement provides that the exchange ratio increase from 0.2414 up to 0.2716 shares if the Mohawk stock price is between $41 and $36.45, and decrease from 0.2414 to 0.2213 shares if the Mohawk stock price is between $50.12 and $54.67. Based on the closing price of Mohawk stock on Nov. 19, Dal-Tile shareholders would receive equivalent value of $23.10 per share in cash and Mohawk stock.