We are advising Summit Materials on the transaction

Davis Polk is advising Summit Materials, Inc. on its combination with Argos North American Corp. (Argos USA), the U.S. operations of Cementos Argos S.A., in a cash and stock transaction valued at approximately $3.2 billion, creating the fourth-largest cement platform in the United States. Under the terms of the agreement, Cementos Argos will receive approximately 54.72 million shares of Summit stock and approximately $1.2 billion in cash, subject to closing adjustments, valuing Argos USA at approximately $3.2 billion. The transaction is expected to close in the first half of 2024, subject to customary closing conditions, including regulatory approvals and approval by Summit Materials shareholders.

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 offers customers a single-source provider of construction materials and related downstream products in the public infrastructure, residential and nonresidential end markets.

Argos USA is among the largest cement producers by total installed capacity in its areas of operations, which include the Southeast, Mid-Atlantic and Texas. With its asset footprint comprising four integrated cement plants, approximately 140 ready-mix plants and eight ports, Argos USA’s portfolio is well positioned to capitalize on positive demand drivers across public infrastructure, residential and commercial end markets.

Cementos Argos is a growing multinational company, producer and distributor of cement, concrete and aggregates. With nearly 90 years of history, it has a presence in 16 countries and territories. Argos is a leader in Colombia and has become a significant player in the industry in the Americas.

The Davis Polk corporate team includes partners James P. Dougherty and Evan Rosen and associates Dmitriy Molchanov, Heather Weigel and Malik M. Khalil. Partner Frank J. Azzopardi and associate Graham Duff are providing intellectual property advice. Partner Howard Shelanski is providing antitrust and competition advice. Partner William A. Curran is providing tax advice. Partner Kyoko Takahashi Lin is providing executive compensation advice. Members of the Davis Polk team are based in the New York and Washington DC offices.