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Martin Marietta to acquire Lhoist North America for $13.5B

June 29, 2026 7:10 AM EDT

Martin Marietta Materials, Inc. (NYSE: MLM) has entered into a definitive agreement to acquire Lhoist North America, Inc., a subsidiary of Belgium's Lhoist Group, for $13.5 billion in a combination of cash and Martin Marietta common stock, according to a company press release.

The deal consideration consists of $7.0 billion in cash and $6.5 billion in Martin Marietta shares, valued based on a 15-day volume-weighted average price prior to signing. The transaction implies a multiple of approximately 15x Lhoist North America's 2025 Adjusted EBITDA, including projected run-rate cost synergies.

Lhoist North America operates 20 quarries and production facilities along with 45 distribution terminals. The company reported $1.8 billion in gross sales and $786 million in Adjusted EBITDA for the twelve months ended December 31, 2025. Its reserve base exceeds 2 billion tons of limestone, representing more than 200 years of estimated useful life.

Martin Marietta expects to realize approximately $85 million in annual run-rate cost synergies following the close. The company projects its combined net leverage ratio will be approximately 3.7x at closing, with a target of reducing that ratio to below 2.5x within 24 months through free cash flow generation.

Upon closing, the Berghmans family, which owns Lhoist Group, is expected to hold approximately 15% of Martin Marietta on a fully diluted basis and will have the right to appoint one director and one observer to Martin Marietta's board.

The transaction is expected to close in the second half of 2026, subject to regulatory approvals. Goldman Sachs & Co. LLC is serving as financial advisor to Martin Marietta, while BNP Paribas, JPMorgan Chase & Co. and Rothschild & Co. are advising Lhoist Group.



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