DENVER--(BUSINESS WIRE)--Summit Materials, Inc. (NYSE: SUM, “Summit” or the “Company”) announced today the launch of an offering of 17,500,000 shares of its Class A common stock. Summit expects to grant the underwriters a 30-day option to purchase up to an additional 2,625,000 shares of Class A common stock.
Summit intends to use all of the net proceeds from the offering to purchase for cash 3,750,000 newly-issued limited partnership units, or LP Units, from Summit Materials Holdings L.P. (“Summit Holdings”), its direct subsidiary, and 13,750,000 outstanding LP Units from certain pre-IPO owners, including affiliates of The Blackstone Group L.P. and certain of the Company’s directors and officers. Summit Holdings intends to use the proceeds it receives to pay all or a portion of the deferred purchase price of the Company’s recent acquisition of a cement plant in Davenport, Iowa and seven cement distribution terminals situated along the Mississippi River.
Citigroup, Goldman, Sachs & Co., BofA Merrill Lynch, Deutsche Bank Securities, RBC Capital Markets and Barclays are acting as joint bookrunners of the offering. Blackstone Capital Markets, BB&T Capital Markets, Stephens Inc., Sterne Agee CRT, Stifel and D.A. Davidson & Co. are acting as co-managers. The offering of these securities will be made only by means of a prospectus. Copies of the preliminary prospectus can be obtained from:
|Citigroup Global Markets Inc.||Goldman, Sachs & Co.|
|c/o Broadridge Financial Solutions||Prospectus Department|
|1155 Long Island Avenue||200 West Street|
|Edgewood, NY 11717||New York, NY 10282|
|Phone: (800) 831-9146|
|Phone: (886) 471-2526|
|BoA Merrill Lynch||Deutsche Bank Securities|
|222 Broadway||Attention: Prospectus Group|
|New York, NY 10038||60 Wall Street|
|Attention: Prospectus Department||New York, NY 10005-2836|
|Phone: (800) 503-4611|
|RBC Capital Markets, LLC||Barclays Capital Inc.|
|200 Vesey Street, 8th Floor||c/o Broadridge Financial Solutions|
|New York, NY 10281-8098||1155 Long Island Avenue|
|Attention: Equity Syndicate||Edgewood, NY 11717|
|Phone: (877) 822-4089|
|Phone: (888) 603-5847|
A registration statement, including a prospectus, which is preliminary and subject to completion, relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time that the registration statement becomes effective, and, even then, the securities may only be sold pursuant to the registration statement and final prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Summit is a leading vertically integrated construction materials company that supplies aggregates, cement, ready-mixed concrete and asphalt in the United States and British Columbia, Canada. Summit is a geographically diverse, aggregates-based business of scale that offers customers a single-source provider of construction materials and related downstream products in the residential, nonresidential, and public infrastructure end markets. Summit has completed more than 35 acquisitions since its founding and continues to pursue growth opportunities in new and existing markets.
Forward‐Looking Statements and Information:
This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, forward-looking statements may be identified by the use of words such as “may,” “will,” “should,” “anticipate,” “believe,” “expect,” “intend,” “estimate,” “plan,” “outlook” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of solely historical matters. These forward-looking statements include any statements regarding the Company’s proposed Class A common stock offering. You should not place undue reliance on these statements because they are subject to numerous uncertainties and factors relating to the Company’s operations and business environment, all of which are difficult to predict and many of which are beyond the Company’s control. Forward-looking statements are based on information available at the time those statements are made and/or management’s reasonable belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward looking statements.
The Company does not intend, and disclaims any obligation, to publicly update or revise any forward-looking statements after the date hereof to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes, except as required by federal securities laws. These and other factors that could cause the Company’s future results to differ materially from any forward-looking statements are discussed in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections and elsewhere in the Company’s registration statement relating to the proposed Class A common stock offering.