Posted on November 25, 2024
DENVER, Nov. 25, 2024 /PRNewswire/ — Summit Materials, Inc. (NYSE: SUM), (“Summit,” “Summit Materials,” “Summit Inc.” or the “Company”) a leading producer of aggregates and cement, today announced it has entered into a definitive agreement to be acquired by Quikrete Holdings, Inc. (“Quikrete”) for $52.50 per share in cash, for a total enterprise value of approximately $11.5 billion, including debt. The transaction price represents an approximately 36% premium to Summit’s unaffected 90-day volume weighted average price (VWAP)1 and an approximately 29% premium to Summit’s unaffected share price2. The combination has been unanimously approved by the Summit and Quikrete Boards of Directors.
The transaction combines Summit’s leading aggregates, cement and ready-mix concrete businesses with Quikrete’s leading concrete and cement-based products business to create a vertically integrated, North American, construction materials solutions provider with strong customer relationships and iconic products.
“We are pleased to have reached this agreement which will deliver significant, immediate and certain cash value to our shareholders,” said Howard Lance, Chairman of Summit’s Board of Directors. “In reaching this decision, our Board carefully considered a range of alternatives and determined that this transaction is the best way to maximize value for our shareholders.”
“This combination, and the value it creates, is a testament to our stellar strategic and financial performance, agile operational and commercial execution, and to the strength and talent of our entire team who have delivered a 34.6% annualized return since we began to develop our Elevate strategy on September 1, 2020,” said Anne Noonan, Summit Materials President and Chief Executive Officer. “We believe this transaction will create new and exciting opportunities for our employees and customers. In Quikrete, we have found a strong partner that shares our commitment to safety and innovation, and we are excited to join forces with their team.”
“We are thrilled to welcome Summit into the Quikrete family,” said Will Magill, Chief Executive Officer of Quikrete. “This acquisition represents a significant milestone in our journey to expand our capabilities and geographic presence. Summit is a recognized leader with a highly complementary portfolio of trusted aggregate, cement and ready-mix solutions. We look forward to working closely with the talented team at Summit to achieve our shared vision for the future.”
Approvals and Timing
The transaction is expected to close in the first half of 2025, subject to Summit shareholder approval, regulatory approvals and other customary closing conditions. Upon completion of the transaction, Summit will become a privately held subsidiary of Quikrete and its common stock will no longer be traded on the NYSE.
Summit’s largest shareholder, Cementos Argos, has entered into an agreement pursuant to which it has committed to vote all of its shares of Summit’s common stock in favor of the transaction.
Quikrete has obtained commitment letters for the financing necessary to complete the transaction, which is not subject to a financing condition.
For further information regarding the terms and conditions contained in the definitive transaction agreement, please see Summit’s current report on Form 8-K, which will be filed with the U.S. Securities and Exchange Commission in connection with the transaction.
Advisors
Morgan Stanley & Co. LLC and Evercore are acting as financial advisors to Summit, and Davis Polk & Wardwell LLP is acting as legal advisor. Wells Fargo is acting as exclusive financial advisor to Quikrete, and Troutman Pepper Hamilton Sanders LLP and Covington & Burling LLP are acting as legal counsel. Wells Fargo has provided a debt financing commitment for the transaction.
About Summit Materials, Inc.
Summit Materials is a market-leading producer of aggregates and cement with vertically integrated operations that supply ready-mix concrete and asphalt in select markets. Summit is a geographically diverse, materials-led business of scale that offers customers in the United States and British Columbia, Canada high quality products and services for the public infrastructure, residential and non-residential end markets. Summit has a strong track record of successful acquisitions since its founding and continues to pursue high-return growth opportunities in new and existing markets. For more information about Summit Materials, please visit www.summit-materials.com.
About Quikrete Holdings, Inc.
Quikrete Holdings, Inc. (Quikrete) is a privately owned family business founded in 1940. It is a leading building materials company based in Atlanta, Georgia. From the original yellow bag of premixed concrete, today Quikrete’s portfolio of brands includes Quikrete, Spec Mix, Rinker Materials, U.S. Pipe, Contech Engineered Solutions, Keystone Hardscapes, Pavestone, Custom Building Products, QPR, and other leading brands. The products produced by the collection of brands include packaged cementitious products, pavers, retaining wall systems, masonry units, tile grouts and thin sets, concrete pipe, box culverts, corrugated metal pipe, ductile iron pipe, engineered storm water systems, structural precast, and steel pedestrian and vehicular bridges. The company services the US and Canadian commercial construction, residential, and infrastructure markets. This broad array of products and expertise allows Quikrete to provide nearly every product required for most any type of construction project.
