Sources: Headwaters Inc., South Jordan, Utah; Boral Ltd., Sydney; CP staff
A binding merger agreement announced Sunday, November 20, will unite the top two U.S. fly ash marketers and precast concrete stone veneer producers. Boral Ltd. will acquire Headwaters Inc. in a cash deal with enterprise value of approximately $2.6 billion; stockholders will receive $24.25 per share, a 21 percent premium to Headwaters’ November 18 closing price.
“This is a compelling transaction that delivers significant value to our shareholders. Headwaters and Boral both have outstanding teams, and share a common commitment to delivering a premier selection of high-quality products,” says Headwaters Chairman and CEO Kirk Benson. “We are looking forward to working with Boral to ensure a smooth transition for our stakeholders as we create one of the leading suppliers of building products and construction materials for infrastructure, new residential, repair and remodel, commercial and institutional construction.”
“This transaction is the result of significant evaluation and engagement between our companies,” adds Boral Chief Executive and Managing Director Mike Kane. “The businesses of Headwaters are highly complementary with Boral’s existing U.S. operations, and the transaction price reflects our belief that there is strong commercial rationale for combining the two portfolios.”
The combination spells an unrivaled presence in U.S. fly ash and veneer stone markets: Headwaters Resources and Boral Material Technologies have upwards of 50 locations coast-to-coast for processing and distributing Class F and Class C fly ash, along with other coal combustion products. On the strength of legacy brands Eldorado Stone and Cultured Stone, respectively, the Headwaters Stone and Boral Stone businesses have commanding positions in precast and natural stone veneer for residential and commercial applications.
The Boral and Headwaters boards unanimously approved the acquisition and merger plan, which is subject to customary closing conditions, including Headwaters’ stockholder and regulatory approvals. Officials project a mid-2017 closing.