U.S. Concrete, Inc. (NASDAQ: USCR) has completed the acquisition of all of the issued and outstanding common shares of Polaris Materials Corporation (TSX: PLS) for CDN $3.40 per share in cash by way of a statutory plan of arrangement.
U.S. Concrete paid an aggregate of approximately CDN $300.7 million to former Polaris shareholders. In addition, option holders and holders of deferred share units were paid an aggregate of approximately CDN $8.4 million pursuant to the arrangement.
Polaris is now a wholly-owned subsidiary of U.S. Concrete. Polaris common shares are expected to be delisted from the Toronto Stock Exchange (TSX) on or about November 20, 2017.
“We are extremely excited to close the acquisition of Polaris. This acquisition will enable us to self-supply a majority of our current Northern California aggregate requirements and to further expand our footprint into other supply constrained markets along the West Coast, including Southern California,” commented U.S. Concrete’s President, CEO and Vice Chairman, William J. Sandbrook. “The addition of Polaris to the U.S. Concrete family is further evidence of our commitment to increased vertical integration into aggregates to capitalize on attractive long-term growth opportunities for our shareholders. We look forward to working with our First Nations partners in the Orca Quarry, the Kwakiutl Band and ‘Namgis First Nation, as the strength of those relationships are a vital part of the success of the business, today and for the future.”
RBC Capital Markets, LLC served as U.S. Concrete’s financial advisor, NMB Advisory, Inc. served as U.S. Concrete’s outside advisor and Akin Gump Strauss Hauer & Feld LLP and Cassels Brock & Blackwell, LLP served as U.S. Concrete’s legal advisors in the United States and Canada, respectively.
Polaris’ Board of Directors retained Canaccord Genuity as its exclusive financial advisor. Faskens Martineau DuMoulin LLP acted as legal counsel to Polaris, Osler, Hoskin & Harcourt LLP acted as legal counsel to Polaris’ special committee and Dorsey & Whitney LLP acted as legal counsel to Polaris on US matters.
photo credit: Polaris Materials