Cardinal Infrastructure Group Inc. (CDNL) News & EventsCDNLCardinal Infrastructure Group Inc.

Cardinal Infrastructure Group Amends Hughes Brothers Acquisition Deal at $357.5 Million

Cardinal Infrastructure Group announced that it has entered into an amendment to its previously announced agreement to acquire Hughes Brothers Construction, a Central Florida heavy civil and site development contractor. The amended agreement maintains the $357.5 million purchase price and changes the consideration to 60% cash and 40% Cardinal Class A common stock, from 50% of each previously. Hughes Brothers' owners will receive approximately $214.5 million in cash and 5,255,420 shares of Cardinal Class A common stock, based on an issue price of $27.21 per share. The amendment also revises the earnout so that the sellers will be eligible to receive up to a maximum of $162.5 million based on Hughes Brothers adjusted EBITDA for the 12 months ending June 30, 2027, payable 60% in cash and 40% in stock. At the maximum, the earnout would include up to approximately 2,388,827 additional shares at the issue price of $27.21 per share. Cardinal expects the acquisition to be immediately accretive to adjusted EBITDA per share. Hughes Brothers generated an adjusted EBITDA margin1 of 25% on revenue of $220 million for the 12 months ended June 30, 2026, and its current backlog of approximately $350 million provides visibility into future revenue and profitability. The acquisition establishes a scaled platform in the fast-growing Central Florida market and supports Cardinal's strategy to build the Southeast's premier site development platform. The transaction is still expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions. The cash consideration will be funded through cash on hand and borrowings under Cardinal's existing credit facility.

Cardinal Infrastructure Acquires Hughes Brothers Construction for $357.5M

Cardinal Infrastructure announced that it has entered into a definitive agreement to acquire Hughes Brothers Construction for $357.5M at a purchase price multiple consistent with Cardinal's typical range for new market platform acquisitions. The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions. The transaction is immediately accretive to Cardinal's guided 2026 adjusted EBITDA margin range with trailing 12-month revenue of more than $220M as of June 30. The consideration of $357.5M will be funded through a combination of cash and Cardinal Class A common stock, with shares issued to the selling stockholders subject to a 180-day lock-up; the cash portion is expected to be funded with new debt financing, together with cash on hand. Selling stockholders may earn additional consideration of up to $97.5M, payable in cash and in Cardinal Class A common stock, based on Hughes Brothers' adjusted EBITDA performance for the 12 months ending December 31, 2026, bringing total potential transaction value to approximately $455M.

Cardinal Infrastructure Secures Approximately $40M Contract

Cardinal Infrastructure (CDNL) announced that A.L. Grading Contractors, ALGC, has been awarded an approximately $40M contract to deliver full-site civil infrastructure services for the Carnesville, Georgia, Walmart (WMT) Sorting Facility. The 164-acre project will be self-performed by ALGC and Allied Paving Contractors, Cardinal's previously announced paving company acquisition expected to close in the fourth quarter. The scope of work includes mass grading of 1.8 million cubic yards; 54,000 linear feet of storm, sewer and water utility work; a 1.5 million-square-foot building pad; fine grading for asphalt and concrete paving; and 83,000 yards of asphalt paving.