Liberum acts as Nominated and Financial Adviser, Joint Bookrunner and Co-Broker on $1.1bn acquisition, reverse takeover and £200m equity placing by SigmaRoc plc
We are pleased to announce that Liberum acted as Nominated and Financial Adviser, Joint Bookrunner and Co-Broker on SigmaRoc plc’s £200m equity fundraise and $1.1bn acquisition of the European lime operations of CRH plc (“CRH”) which was announced yesterday, representing a reverse takeover acquisition conditional on shareholder and other approvals.
SigmaRoc plc (“SigmaRoc” or the “Company”) is an AIM quoted lime and limestone group targeting quarried materials assets in the UK and Northern Europe. It seeks to create value by purchasing assets in fragmented materials markets and extracting efficiencies through active management and by forming the assets into larger groups. It seeks to de-risk its investments via strong asset backing at its projects through the selection of projects with strong asset-backing.
£200m of the proceeds will be used to fund part of the €745m (approximately £645m) consideration payable for the acquisition of the European lime businesses from CRH plc (“CRH”), comprising standalone businesses in Germany, Czech Republic and Ireland (the “Deal 1 Targets”).
The consideration for the Deal 1 Targets, following customary price adjustments, will be satisfied by a combination of €230 million (c.£200 million) from the gross proceeds of the Placing, the drawdown of €350 million (c. £300 million) under the new €750 million banking facilities and €75 million (c.£65 million) of deferred consideration, conditional upon receipt of shareholder approval, which is expected to be received by 11 December 2023.
In addition, the Company has entered into Call Options enabling it to acquire the UK and Polish lime operations of CRH. The aggregate consideration payable by the Company pursuant to the Call Options (if both are exercised) is c.€255 million (c.£220 million).
Liberum has acted as joint broker to SigmaRoc since February 2019 and NOMAD since April 2022.
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