iStatus: Upcoming/New Filing
Acquirer: Boral Limited (Australia)
Acquired: Headwaters Incorporated (US)
Value: US$2.6 billion
Industry: Construction Materials
On November 20, 2016, Headwaters Incorporated, a Delaware corporation, entered into a merger agreement with Boral Limited, an Australian corporation, and Enterprise Merger Sub, Inc., a Delaware corporation and an indirect wholly owned subsidiary of Boral Limited, pursuant to which, following the merger, Headwaters will become an indirect wholly owned subsidiary of Boral Limited. (See Headwaters’ Form 8-K, Nov. 21, 2016, SEC Filing.)
According to its website, Headwaters “is a leading manufacturer of building products” for the residential commercial and institutional construction, with a product portfolio including specialty siding, trim board, decking, architectural stone, roofing, windows and block products. (See Headwaters Website.) “Boral is Australia’s largest building and construction materials supplier and has an existing presence in the North American building and construction materials industry, with strong positions in bricks, concrete and clay roof tiles, manufactured stone and fly ash, and a developing light building products business.” (See Headwaters Press Release, Form 8-K, Ex.-99.1, Nov. 21, 2016, SEC Filing.)
A Committee on Foreign Investment in the United States (CFIUS) Clearance is a condition precedent to closing the transaction. (See Merger Agreement, Section 3.01(b)(ii), in Headwater’s Form 8-K, Ex-2.2, Nov. 21, 2016, SEC Filing.)
