CRH plc (CRH) to Acquire Adbri

On December 17, 2023, CRH plc (NYSE: CRH) together with the Barro Group (“Barro” and together with CRH the “Partners”), entered into an agreement with Adbri Ltd (“Adbri”) in relation to a potential transaction to acquire Adbri (the “Offer”) by way of a Scheme of Arrangement (“Scheme”).

Following due diligence over the past two months, we are pleased to announce CRH and Adbri have entered into a binding agreement under which CRH will acquire the remaining 57% of the ordinary shares of Adbri not owned by Barro for the previously agreed cash consideration of A$3.20 per share. The Offer values Adbri at an equity valuation of A$2.1 billion (US$1.4 billion) on a 100% basis and values the approximately 53% of issued share capital that the Partners do not currently have an interest in and which CRH has agreed to acquire at A$1.1 billion (US$0.7 billion).

A committee comprised of the independent directors of the Adbri Board has unanimously recommended that Adbri shareholders vote in favour of the Scheme in the absence of a superior proposal and subject to an independent expert concluding that the Scheme is in the best interests of Adbri shareholders. The proposed transaction is subject to customary terms and conditions as outlined in the Scheme Implementation Deed, a copy of which was published by Adbri today. The proposed transaction is expected to complete in 2024.

Albert Manifold, Chief Executive of CRH, said: “We are pleased to reach this important milestone in the potential acquisition of Adbri in partnership with the Barro family. Adbri is an attractive business with high-quality assets and leading market positions that complement our core competencies in cement, concrete and aggregates while creating additional opportunities for growth and development for our existing Australian business. We look forward to working with the Barro family over the coming years to enhance the long-term growth and performance of Adbri.”

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