DENVER, Oct. 24,
2023 /PRNewswire/ -- Summit Materials, Inc. (NYSE:
SUM, "Summit" or the "Company"), a leading vertically integrated
construction materials company, today announced the expiration of
the waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976 (the "HSR Act"), in connection with
Summit's pending combination with Argos North America Corp. ("Argos
USA"), the U.S. operations of
Cementos Argos S.A. ("Cementos Argos").
The expiration of the waiting period under the HSR Act satisfies
one of the conditions to the closing of the transaction. The
transaction is expected to close in the first quarter of 2024
subject to customary closing conditions, including approval by
Summit Materials shareholders.
Advisors
Morgan Stanley & Co. LLC is acting as financial advisor and
Davis Polk & Wardwell LLP is
acting as legal counsel to Summit Materials. J.P. Morgan Securities
LLC is acting as lead financial advisor and Sullivan & Cromwell
LLP is acting as legal counsel to Cementos Argos.
About Summit Materials
Summit Materials is a leading vertically integrated
materials-based company that supplies aggregates, cement, ready-mix
concrete and asphalt in the United
States and British Columbia,
Canada. Summit is a geographically diverse, materials-based
business of scale that offers customers a single-source provider of
construction materials and related downstream products in the
public infrastructure, residential and nonresidential end markets.
Summit has a strong track record of successful acquisitions since
its founding and continues to pursue growth opportunities in new
and existing markets. For more information about Summit Materials,
please visit www.summit-materials.com.
Additional Information and Where to Find It
This communication does not constitute an offer to buy or sell
or the solicitation of an offer to buy or sell any securities. This
communication relates to the proposed transaction between Summit
Materials, Inc. (the "Company"), Cementos Argos S/A and certain
other parties for the purchase of Argos North America, Corp. (the
"Transaction"). In connection with the Transaction, the Company
plans to file with the SEC a proxy statement on Schedule 14A (the
"Proxy Statement"). This communication is not a substitute for the
Proxy Statement or any other document that the Company may file
with the SEC and send to its shareholders in connection with the
Transaction. The issuance of the stock consideration for the
Transaction will be submitted to the Company's shareholders for
their consideration. Before making any voting decision, the
Company's shareholders are urged to read all relevant documents
filed or to be filed with the SEC, including the Proxy Statement,
as well as any amendments or supplements to those documents, when
they become available, because they will contain important
information about the Company and the Transaction.
The Company's shareholders will be able to obtain a free copy of
the Proxy Statement, as well as other filings containing
information about the Company, free of charge, at the SEC's website
(www.sec.gov). Copies of the Proxy Statement and other documents
filed by the Company with the SEC may be obtained, without charge,
by contacting the Company through its website at
https://investors.summit-materials.com/.
Participants in the Solicitation
The Company, its directors, executive officers and other persons
related to the Company may be deemed to be participants in the
solicitation of proxies from the Company's shareholders in
connection with the Transaction. Information about the directors
and executive officers of the Company and their ownership of common
stock of the Company is set forth in the Company's annual report on
Form 10-K for the fiscal year ended December
31, 2022, which was filed with the SEC on February 16, 2023, and in its proxy statement for
its 2023 annual meeting of stockholders, which was filed with the
SEC on April 10, 2023. Additional
information regarding the participants in the proxy solicitation
and a description of their direct and indirect interests, by
security holdings or otherwise, will be included in the Proxy
Statement and other relevant materials to be filed with the SEC in
connection with the Transaction when they become available. Free
copies of these documents may be obtained as described in the
preceding paragraph.
Contacts
Investor Contact: Andy Larkin (720) 618-6013
Media Contact: Karli Anderson
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SOURCE Summit Materials, Inc.