The revised agreement tilts the payment structure toward liquidity, with 60% of the purchase price now set in cash and 40% in stock, moving away from the previous even-split arrangement. Under these terms, Hughes Brothers’ owners will receive approximately $214.5 million in cash alongside 5.3 million shares valued at $27.21 per share.
The deal also includes a performance-based earnout provision of up to $162.5 million, contingent on the contractor’s adjusted earnings before interest, taxes, depreciation, and amortization for the fiscal year concluding June 30, 2027. Cardinal Infrastructure anticipates the acquisition will immediately bolster adjusted Ebitda per share, with the final closing process currently slated for the fourth quarter.

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