SUMMIT MATERIALS ANNOUNCES INTENTION TO OFFER $800 MILLION OF SENIOR NOTES

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Summit Materials, Inc. (NYSE: SUM) plans to offer $800.0 million in Senior Notes due 2031 to finance the acquisition of Argos North America Corp. and for general corporate purposes.

DENVER, Nov. 27, 2023 /PRNewswire/ -- Summit Materials, Inc. (NYSE: SUM, "Summit") announced today that its indirect subsidiaries Summit Materials, LLC and Summit Materials Finance Corp. (the "Issuers", and, together with Summit, the "Company") intend to offer $800.0 million aggregate principal amount of Senior Notes due 2031 (the "notes"). The Company intends to use the proceeds from the offering, together with borrowings under a new term loan B facility, to finance the previously announced transaction with Cementos Argos S.A. to acquire all of the outstanding equity interests of Argos North America Corp. (the "Argos Transaction") and to pay related fees and expenses incurred in connection with the offering, the Argos Transaction and other financing transactions in connection therewith. Any remaining net proceeds will be used for general corporate purposes.

The notes to be offered have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The notes will be offered, by the initial purchasers, only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

This press release is being issued pursuant to Rule 135(c) under the Securities Act, and it is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of any securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

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.

Cautionary Statement Regarding Forward‐Looking Statements

This press release includes "forward-looking statements" within the meaning of the federal securities laws, which involve risks and uncertainties. Forward-looking statements include all statements that do not relate solely to historical or current facts, and you can identify forward-looking statements because they contain words such as "believes," "expects," "may," "will," "outlook," "should," "seeks," "intends," "trends," "plans," "estimates," "projects" or "anticipates" or similar expressions that concern our strategy, plans, expectations or intentions. All statements made relating to our estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates and financial results are forward-looking statements. Such forward-looking statements include but are not limited to statements about the Argos Transaction and related financing transactions, and other statements that are not historical facts. These forward-looking statements are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, it is very difficult to predict the effect of known factors, and, of course, it is impossible to anticipate all factors that could affect our actual results.

In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by us or any other person that the results or conditions described in such statements or our objectives and plans will be realized. Important factors could affect our results and could cause results to differ materially from those expressed in our forward-looking statements, including but not limited to the factors discussed in the section entitled "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023. Such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov.

All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements. Any forward-looking statement that we make herein speaks only as of the date of this press release. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

Contacts
Andy Larkin
Vice President, Investor Relations
andy.larkin@summit-materials.com
702-618-6013

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SOURCE Summit Materials, Inc.

FAQ

What is Summit Materials, Inc. (NYSE: SUM) planning to offer?

Summit Materials, Inc. (NYSE: SUM) intends to offer $800.0 million aggregate principal amount of Senior Notes due 2031.

How does Summit Materials, Inc. (NYSE: SUM) plan to use the proceeds from the offering?

The proceeds from the offering, along with borrowings under a new term loan B facility, will finance the previously announced transaction with Cementos Argos S.A. to acquire all of the outstanding equity interests of Argos North America Corp. and to pay related fees and expenses incurred in connection with the offering, the Argos Transaction, and other financing transactions.

Are the notes to be offered registered under the Securities Act?

No, the notes to be offered have not been and will not be registered under the Securities Act of 1933, as amended, or any state securities laws.

Who are the notes to be offered to?

The notes will be offered by the initial purchasers only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

Is this press release an offer to sell securities?

No, this press release is being issued pursuant to Rule 135(c) under the Securities Act, and it is neither an offer to sell nor a solicitation of an offer to buy any securities.