Arcosa (ACA) Proxy filing summary

Executive summary

• CRH has agreed to acquire 100% of Arcosa in an all-cash transaction valued at $8.5 billion, representing a 25% premium to Arcosa's 60-day trading VWAP as of June 18, 2026.

• The acquisition is expected to be accretive to earnings, margin, and cash flow within 12 months post-completion, with $175 million in annual run-rate cost synergies anticipated by year three.

• The transaction aligns with CRH's strategy to build an aggregates-led, connected portfolio and strengthens its position as the leading infrastructure player in North America.

• Both companies' boards have unanimously approved the deal, which is expected to close in Q1 2027, pending shareholder and regulatory approvals.

• CRH will fund the acquisition with available cash and committed debt financing, maintaining a strong investment grade credit rating with pro forma FY 2026E Net Debt/Adjusted EBITDA of 2.4x.

Voting matters and shareholder proposals

• Arcosa stockholders will be asked to approve the merger at a special meeting, with proxy materials to be distributed upon SEC filing.

• Directors, officers, and employees of Arcosa may participate in the solicitation of proxies for the merger.

Board of directors and corporate governance

• The boards of both CRH and Arcosa have unanimously approved the transaction.

• Information about Arcosa's directors and executive officers is available in its 2026 annual meeting proxy statement.