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LONDON, UK / ACCESSWIRE / November 21, 2017 / Pro-Trader Daily takes a look at the latest corporate events and news making the headlines for US Concrete Inc. (NASDAQ: USCR), following which we have published a free report that can be viewed by signing up at http://protraderdaily.com/optin/?symbol=USCR. The Company announced on November 17, 2017, that is has completed the acquisition of Polaris Materials Corp. ("Polaris"). US Concrete had previously announced the acquisition of all outstanding shares of Polaris on September 29, 2017, for approximately C$309 million. The decision comes in after an overwhelming majority of Polaris' shareholders voted in favor of the acquisition on November 15, 2017, during the special meeting of Polaris' shareholders. For immediate access to our complimentary reports, including today's coverage, register for free now at:
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Following the completion of the deal, US Concrete owns 100% outstanding shares of Polaris, through a wholly-owned subsidiary. The completion also leads to the delisting of Polaris common shares' from the Toronto Stock Exchange which is expected to happen on or around November 20, 2017.
Commenting on the completion, William J. Sandbrook, President, CEO and Vice Chairman of US Concrete, said:
"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."
US Concrete/ Polaris deal
Polaris had initially signed an agreement to be acquired by Vulcan Materials Co. (NYSE: VMC) on August 25, 2017. Vulcan had offered to pay C$2.79 for each Polaris' share in cash, valuing the deal at approximately C$252 million. On September 15, 2017, Polaris had announced a special meeting of its shareholders which had been scheduled for October 20, 2017, seeking their approval for the deal with Vulcan.
However, on September 21, 2017, Polaris announced the receipt of a superior proposal via an unsolicited offer from a major US construction materials Company. Later Polaris Board had revealed the superior proposal was from US Concrete. On September 29, 2017, Polaris announced that has signed an agreement to be acquired by US Concrete at the same time terminated its agreement with Vulcan. The Special Committee appointed by the Board had approved the deal after reviewing the proposal and finding it in the best interests of Polaris shareholders.
Polaris paid the termination fees of $10 million to Vulcan as detailed in their agreement. US Concrete had loaned the $10 million to Polaris to pay the termination fee to Vulcan. Polaris also cancelled the shareholders meeting scheduled for October 20, 2017, to vote on the Vulcan deal. Polaris announced that a new special meeting of Polaris' shareholders to consider the deal with US Concrete would be held once a date is finalized and approved by the Company's Board.
US Concrete agreed to acquire all outstanding shares of Polaris via its wholly-owned indirect subsidiary. US Concrete agreed to pay C$3.40 in cash for each Polaris' share. The offer price was at a 22% premium to Vulcan's purchase price. The deal valued Polaris at approximately C$309 million. Out of the total, approximately C$300.7 million will be paid to Polaris' shareholders and approximately C$8.4 million to option holders and deferred shareholders. The deal was expected to close in Q4 2017 subject to receiving regulatory, shareholders' approval as well as approval of the British Columbia Supreme Court and other closing conditions.
Benefits of the acquisition
US Concrete expects the acquisition to deliver meaningful synergies and strengthen the Company's strategic position in the Californian markets. The deal will allow it to expand its supply capacity to cover most of the ready-mixed concrete needs of the Northern California market. The increased demand will lead to higher production volumes at Polaris' Orca Quarry. The deal provides US Concrete an entry in to the Southern California markets via the Polaris-operated Long Beach Terminal.
About Polaris Materials Corp.
Vancouver, British Columbia based Polaris is a Canadian Company engaged in the development and operation of construction aggregate quarries in Canada to supply distribution facilities in the United States through coastal shipping. The Company's operations include 88% ownership in the Orca Sand and Gravel Quarry, a 70% ownership in the Richmond Terminal in California, which receives and distributes the Orca products, and a 70% ownership in the Eagle Rock Quarry Project. Additionally, the Company has certain rights to property in the Port of Long Beach, California which it plans to develop as a receiving terminal to access the Los Angeles area market soon.
About US Concrete Inc.
Euless, Texas-based US Concrete produces and sells ready-mixed concrete, aggregates, and concrete-related products and services for the construction industry in US. The Company provides its products and services from its operating Companies in North and West Texas, Northern California, New Jersey, New York, Washington, D.C. and Oklahoma. The Company has 158 standard ready-mixed concrete plants, 17 volumetric ready-mixed concrete facilities, and 17 producing aggregates facilities.
In FY16, US Concrete sold approximately 8.1 million cubic yards of ready-mixed concrete and approximately 5.6 million tons of aggregates.
Last Close Stock Review
On Monday, November 20, 2017, the stock closed the trading session at $76.85, slightly falling 0.84% from its previous closing price of $77.50. A total volume of 250.34 thousand shares have exchanged hands. US Concrete's stock price soared0.52% in the last three months, 10.50% in the past six months, and 35.18% in the previous twelve months. Furthermore, since the start of the year, shares of the Company have surged17.33%. The stock is trading at a PE ratio of 102.60. At Monday's closing price, the stock's net capitalization stands at $1.27 billion.
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