EAGLE MATERIALS INC. (NYSE:EXP) Files An 8-K Completion of Acquisition or Disposition of Assets
Item2.01.
|
Completion of Acquisition or Disposition of Assets. |
On February10, 2017, Eagle Materials Inc., a Delaware corporation
(the Company), completed the previously announced acquisition
(the Acquisition) of certain assets of Cemex Construction
Materials Atlantic, LLC (the Seller). The Acquisition was
completed to an Asset Purchase Agreement (the Asset Purchase
Agreement), dated September11, 2016, by and between the Company
and the Seller.
The assets (the Assets) acquired by the Company in the
Acquisition (the Fairborn Business) include a cement plant
located in Fairborn, Ohio, a cement distribution terminal located
in Columbus, Ohio, and certain other related assets.
The Company assumed certain liabilities and obligations in the
Acquisition, including contractual obligations, reclamation
obligations and various other liabilities and obligations arising
out of or relating to the Assets and the Fairborn Business.
The purchase price (the Purchase Price) paid by the Company for
the Acquisition was approximately $400 million in cash, subject
to a customary post-closing inventory adjustment as provided in
the Asset Purchase Agreement. The Purchase Price was funded
through cash on hand and borrowings under the Companys Third
Amended and Restated Credit Agreement, dated as of October30,
2014, among the Company, JPMorgan Chase Bank, N.A., as
Administrative Agent, and the other lenders party thereto (as
amended from time to time, the Credit Agreement).
Item2.03. Creation of a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement of a
Registrant.
The information set forth above in Item2.01 is hereby
incorporated by reference into this Item2.03. Approximately $240
million was borrowed under the Credit Agreement to fund the
payment of the Purchase Price.
Item9.01. |
Financial Statements and Exhibits. |
(a) |
Financial Statements of Business Acquired |
The audited financial statements and the notes related thereto of
the Fairborn Business for the year ended December31, 2015 and the
unaudited financial statements and the notes related thereto of
the Fairborn Business for the nine-months ended September30, 2015
and 2016 will be filed as an exhibit to a subsequent Current
Report on Form 8-K.
(b) |
Pro Forma Financial Information |
The unaudited pro forma condensed combined financial statements
and the notes related thereto of the Company as of September30,
2016 and for the six months ended September30, 2016 and the
fiscal year ended March31, 2016 will be filed as an exhibit to a
subsequent Current Report on Form 8-K.
About EAGLE MATERIALS INC. (NYSE:EXP)
Eagle Materials Inc. is a supplier of construction products, building materials and materials used for oil and natural gas extraction. The Company operates through five segments: Cement, Concrete and Aggregates, Gypsum Wallboard, Recycled Paperboard, and Oil and Gas Proppants. The Company’s construction products are used in residential, industrial, commercial and infrastructure construction, and include cement, slag, concrete and aggregates. Its building materials include gypsum wallboard. Its basic material used for oil and natural gas extraction include frac sand and oil well cement. It sells cement in over six regional markets, including northern Nevada and California, the greater Chicago area, the Rocky Mountain region, the Central Plains region and Texas. It sells slag in the greater Chicago, Illinois area and the greater Midwest area. It has approximately three concrete and aggregates businesses. It also operates a recycled paperboard business. EAGLE MATERIALS INC. (NYSE:EXP) Recent Trading Information
EAGLE MATERIALS INC. (NYSE:EXP) closed its last trading session up +1.14 at 106.00 with 386,675 shares trading hands.
