8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(D) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported) January 9, 2007

PLY GEM HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	333-114041	20-0645710
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

185 PLATT CLAY WAY
KEARNEY, MISSOURI	64060
(Address of Principal Executive Offices)	(Zip Code)

(800) 800-2244

(Registrant’s Telephone Number, Including Area Code)

NOT APPLICABLE

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

FORWARD-LOOKING INFORMATION

Certain statements made in this Form 8-K, including any statements as to future results of operations and financial projections, may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements are based on management's expectations, estimates, projections and assumptions. These statements are not guarantees of future performance and involve certain risks and uncertainties, which are difficult to predict. Therefore, actual future results and trends may differ materially from what is forecast in forward-looking statements due to a variety of factors. Additional information regarding these factors is contained in the company's filings with the Securities and Exchange Commission, including, without limitation, our Annual Report on Form 10-K, and as updated in our Quarterly Reports on Form 10-Q.

Item 7.01                 REGULATION FD DISCLOSURE

On January 9, 2007, Ply Gem Holdings, Inc. (“Ply Gem”) will present to the 2007 Credit Suisse Buildings Products Conference a review of the Ply Gem business, including, but not limited to, an overview of the company history, industry fundamentals, business profile, operations, strategy, investment highlights, and a pro forma financial review. The presentation is included in the attached exhibit.

Item 9.01                 EXHIBITS

(d) Exhibits

Exhibit	Description
99.1	Presentation to the 2007 Credit Suisse Building Products Conference

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: January 9, 2007

PLY GEM INDUSTRIES, INC.
By:		/s/ Shawn K. Poe
	Name:	Shawn K. Poe
	Title:	Vice President, Chief Financial Officer, Treasurer and Secretary

Exhibit List

Exhibit	Description
99.1	Presentation to the 2007 Credit Suisse Building Products Conference

EX-99.1

2007 Credit Suisse

Building Products Conference

January 9, 2007

Gary E. Robinette

Ply Gem

President & CEO

Shawn K. Poe

Ply Gem

Chief Financial Officer

¨

President and Chief Executive Officer since October 2006

¨

Previously held positions with Stock Building Supply including most recently as Executive Vice President of Operations

¨

Chief Financial Officer since February 2004

¨

Previously Vice President - Finance of Variform, and priorto that, Corporate Controller for Nordyne, Inc.

Management Presenters

1

Forward Looking Statements

The following information may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s current expectations and beliefs, as well as a number
of assumptions concerning future events. These statements are subject to risks, uncertainties, assumptions and other important factors. You are cautioned not to put undue reliance on such forward-looking statements because actual results may vary
materially from those expressed or implied. Ply Gem Industries, Inc. assumes no obligation to, and expressly disclaims any obligation to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.  For further information regarding Ply Gem’s risk factors, please refer to the risk factors
identified in our form 10-K, as updated by our forms 10-Q.

2

Gary E. Robinette – President & CEO

Ply Gem Review

3

Who is

PLY GEM ?

4

The Ply Gem Family

5

Siding and

Accessories

►

Variform, Inc., Napco, Inc. & Alcoa Home Exteriors (Nov. ’06)

►

Vinyl, Aluminum products, Injection molded products

►

#1 position in U.S. vinyl siding market

►

#1 position in the aluminum accessories market

►

9 manufacturing plants

Windows

and Doors

►

MW Windows, Great Lakes Windows, Alenco Windows, and CWD Windows

►

Vinyl, Wood and Aluminum Windows

►

Top 5 manufacturer of vinyl windows in U.S.

►

#1 windows and doors manufacturer in Western Canada

►

9 manufacturing plants

Fencing,

Railing and

Decking

►

Kroy Building Products

►

Leading position in fast growing vinyl fence and railing category

►

#1 in vinyl railing

►

#2 in vinyl fencing

►

2 manufacturing plants

Ply Gem is a leading manufacturer of residential exterior building products with sales in excess of $1.6 Billion.

6

Ply Gem maintains No. 1 market positions in vinyl siding, aluminum accessories, and vinyl railing, and holds a leading position in vinyl windows

¨

The Company offers multiple leading brands at attractive price points to sell into the widest possible distribution channel network including dealers, distributors, retail homecenters and retail lumberyards, while avoiding channel conflict

¨

Ply Gem (including full year of Alenco and AHE) generated pro forma LTM 9/30/06 Net Sales of $1,605.7 million and pro forma Adjusted EBITDA of $183.1 million excluding $22.0 million of expected cost savings and synergies from the AHE acquisition which management remains confident in achieving

¨

Pro Forma LTM 9/30/06 Sales by Product

Pro Forma LTM 9/30/06 Sales by End Market

Ply Gem is a leading domestic manufacturer of vinyl siding, windows, patio doors,fencing, railing and decking serving both the new construction and repair and remodeling end markets

Ply Gem Overview

7

¨

Acquired by a Caxton–Iseman affiliate from Nortek, Inc. in February 2004 for $560.0 million, excluding fees and expenses

¨

Acquired MWM Holdings, Inc (“MW”) from Investcorp Investment Equity Ltd. and affiliates in August 2004 for $320.0 million, excluding fees and expenses

¨

Acquired AWC Holdings Company (“Alenco”) from Linsalata Capital Partners and management in February 2006 for $120.0 million, excluding fees and expenses

¨

Acquired Alcoa Home Exteriors, Inc. (“AHE”) from Alcoa Inc. in October 2006 for $305.0 million, excluding fees and expenses

Company History

8

¨

Vinyl windows continue to gain market share

¨

Increased builder and consumer acceptance of vinyl windows, with vinyl being the dominant window material

¨

New construction in Western Canada has slowed, but remains near high levels historically

Windows & Doors

Fencing, Railing & Decking

¨

US residential and commercial vinyl fence market expected to continue to gain market share as a product category

Siding & Accessories

¨

Vinyl remains the dominant siding product types

¨

Vinyl siding penetration within both the new construction market and repair/remodeling market continues to increase

Housing Market

Fundamentals

¨

Interest rates remain at relatively low levels and appear poised to continue rising at a measured pace

¨

Factors driving new construction include an aging housing supply, growing population, and increasing home ownership rates

¨

Repair & remodeling segment driven by strong existing home sales and an aging housing supply

¨

Repair & remodeling provides an effective counter balance to the new construction segment

Industry Fundamentals Remain Favorable

9

Employment	1	2
Mortgage rates	2	4
Recent home prices	3	5
Current home prices	4	--
Debt service/total income	--	1
Apt vacancy	--	3

                                               Selected Variables’ Importance   

                                                              for Predicting:

        Selected
        Variables
                                                 Housing                      Rmodeling
                                                  Starts                      Expenditures

10

11

12

Facilities Located to

Optimize Service and
Flexibility

¨

Locations of facilities allow us flexibility to shift production to optimize efficiency while maintaining high service levels

¨

CWD operates 7 distribution centers that service the Western Canada windows and doors market

Low Cost Producer

¨

One of the largest consumers of PVC resin in North America—results in purchasing leverage that others may not have

¨

Vertical integration has significantly reduced cost in window products

Efficient Manufacturer

¨

Siding facilities are among the most efficient in the industry

¨

Virtual facility strategy in siding is being deployed in fence and window operations

¨

Utilize DFT and other Lean Manufacturing techniques

¨

Proprietary VMI (Vendor Managed Inventory) program

¨

Recognized by customers for outstanding service and lead times

Outstanding Service

Proposition

Strong Brand Recognition

¨

Georgia-Pacific, Alcoa and Mastic siding brands are among the most recognized names in building products

¨

MW is recognized by dealers as a brand that drives business

¨

Great Lakes Window brand is highly-regarded within the premium price category of remodeling windows

Ply Gem’s Competitive Advantages

13

Strong Management

Team

¨

Proven track record across all of Ply Gem businesses with the respect of our customers

Industry Leader

¨

#1 market share position in vinyl siding and aluminum accessory products

¨

Combined Company’s window business among the top players in the vinyl window industry

¨

Leading position in fast growing vinyl fence and railing category

Product Portfolio of Highly

Regarded Brands Names
Across Price Points

¨

Diverse product offerings across all price points

¨

Multiple brands and differentiated products

¨

Multiple distribution channels

¨

Minimal working capital and capital expenditures

¨

Focus on balance sheet deleveraging over next 12-24 months

Strong Sustainable

Free Cash Flow

Numerous

Synergistic
Opportunities

¨

Cost synergies through operational improvements and consolidation of appropriate “backroom” functions

¨

Revenue synergies through cross selling within window and siding customer base

Investment Highlights

14

What must we be

going forward?

15

PLY GEM Industries, Inc

—

Customers

—

Associates

—

Vendors 

—

Operating Efficiencies

—

Operating Company versus

Holding company

“Alone we

add,
together
we
multiply.”

16

As industry leaders, we must lead change

¨

Competition

¨

Consolidation

—

Building Material Suppliers

—

National Builders

—

New Channels

¨

Leveraging resources

—

Speed and quality of execution

¨

Market opportunities

17

Structure/Areas of focus

¨

Business units  (Siding, New Construction Windows,  Replacement Windows, Fence and Rail)

¨

Growth  (Organic, Business Development, Acquisitions)

Asset management  (CFO, Supply Chain)

¨

¨

Strategic planning  (Marketing, R & D, HR)

¨

Differentiators  (Low cost producer, HR, Sourcing)

18

PLY GEM’S Priorities

¨

Profitable Growth

- Improve our diversity

- Double digit growth

- Strategic acquisitions

¨

Operational Excellence

- Safest workplace in our Industry

- Low cost producer

- Improve Working Capital

- 15+%  EBITDA performer

19

PLY GEM’S Priorities

¨

Customer Loyalty

- Excellent customer service

- Broad offering of products

- Strong brands with valued customer relationships

¨

Innovative Solutions

- New product development

- Utilize cost effective technology with customer/vendors

- Working capital improvements

20

PLY GEM’S Priorities

¨

Human Resource Development

- Succession planning

- Talent management

- Create a culture of empowerment

¨

Leverage our National position

- Grow with “winners” in our channels

- Align our growth with the National Builders

- Expand our brands into new markets….FL..CA..AZ..TX

21

“We are no longer the organization we used to be, and we
are not yet the
organization we
intend to be.”

22

Shawn K. Poe – Chief Financial Officer

Financial Review

23

Net Sales

Adjusted EBITDA

Adjusted EBITDA - CapEx

Capital Expenditures

Note: Historical pro forma results include MW and Alenco for all periods shown.

Ply Gem - Historical Pro Forma Financial Information

24

Net Sales

Adjusted EBITDA

Adjusted EBITDA - CapEx

Capital Expenditures

AHE - Historical Pro Forma Financial Information

25

Net Sales

Adjusted EBITDA

Adjusted EBITDA - CapEx

Capital Expenditures

Note: Historical pro forma results include MW, Alenco and AHE for all periods shown.

Ply Gem & AHE Combined - Historical Pro Forma Financial Information

26

Sales Synergies

Across Businesses

World Class Manufacturing

Practices

Proven Management

Team

Significant

Synergies and Cost Savings

Substantial,

Sustainable Free

 Cash Flow

Strong Product

Portfolio of Highly

Regarded Brand
Names Across All

 Price Points

Strong  Financial

Sponsor Support

Long-Standing and

Diversified

Customer
Relationships

Key Attributes

27

Questions & Answers

28

Computation of Non-GAAP Financial Information

¨

Pro forma net sales – Excluding AHE

¨

Adjusted pro forma EBITDA – Excluding AHE

¨

Pro forma capital expenditures (CAPEX) – Excluding AHE

¨

Pro forma EBITDA less CAPEX – Excluding AHE

¨

Pro forma net sales – Including AHE

¨

Adjusted pro forma EBITDA – Including AHE

¨

Pro forma capital expenditures (CAPEX) – Including AHE

¨

Pro forma EBITDA less CAPEX – Including AHE

Supplemental Information

29

¨

Computation of Pro Forma Net Sales

Supplemental Information – Excluding AHE

30

Supplemental Information

Computation of Adjusted EBITDA – Excluding AHE

31

Supplemental Information – Excluding AHE

Computation of Pro Forma Capital Expenditures (CAPEX)

32

Supplemental Information – Excluding AHE

Computation of Adjusted Pro Forma EBITDA – CAPEX

33

¨

Computation of Pro Forma Net Sales

Supplemental Information – Including AHE

34

Supplemental Information

Computation of Adjusted EBITDA – Including AHE

35

Supplemental Information – Including AHE

Computation of Pro Forma Capital Expenditures (CAPEX)

36

Supplemental Information – Including AHE

Computation of Adjusted Pro Forma EBITDA – CAPEX

 37