Cardinal Infrastructure raises cash portion of Hughes Brothers acquisition to 60%
CDNL•Cardinal Infrastructure amended its $357.5 million Hughes Brothers Construction acquisition to 60% cash and 40% stock, from an even split. Sellers will receive about $214.5 million in cash and 5,255,420 shares, while an earnout could reach $162.5 million.
1. Revised acquisition terms
Cardinal Infrastructure Group amended its acquisition of Hughes Brothers Construction to make the consideration 60% cash and 40% stock, compared with 50% each previously. Sellers will receive approximately $214.5 million in cash and 5,255,420 Class A common shares at an issue price of $27.21 per share.
2. Earnout and closing
The revised earnout offers up to $162.5 million based on Hughes Brothers’ adjusted EBITDA for the 12 months ending June 30, 2027. Earnout payments will also be 60% cash and 40% stock, including up to approximately 2,388,827 additional shares at $27.21 each. Closing remains expected in the fourth quarter of 2026, with cash consideration funded through cash on hand and existing credit facility borrowings.
