Martin Marietta Materials agreed to acquire Lhoist North America, a producer of lime and industrial mineral products, in a $13.5 billion cash-and-stock deal, the company said Monday.
The cash-and-stock transaction would make the Raleigh, N.C.-based building materials company the leading U.S. lime producer
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Martin Marietta Materials agreed to acquire Lhoist North America, a producer of lime and industrial mineral products, in a $13.5 billion cash-and-stock deal, the company said Monday.
The transaction, which is the largest in Martin Marietta's history, according to The Wall Street Journal, would position the Raleigh, North Carolina-based company as the leading U.S. producer of lime and limestone solutions. Shares of Martin Marietta dropped roughly 3% in Monday premarket trading.
Under the terms of the deal, Martin Marietta will pay $7 billion in cash and $6.5 billion in stock, valued using a volume-weighted average share price over the 15 consecutive trading days before signing. The Berghmans family, which owns the privately held Belgian industrial company Lhoist Group — the parent of Lhoist North America — would hold roughly 15% of Martin Marietta upon closing and would have the right to appoint one director and one observer to Martin Marietta's board of directors, the company said.
Through the deal, Martin Marietta would absorb Lhoist North America's network of 20 quarries and production facilities along with 45 distribution terminals, plus a reserve base exceeding 2 billion tons of limestone, much of it situated in Sun Belt metro markets. The business generated $1.8 billion in gross sales and $786 million in adjusted EBITDA for the twelve months ended Dec. 31, 2025, the company said. The company has projected annual run-rate cost synergies of approximately $85 million once the two businesses are combined.
"As the United States continues to invest in infrastructure, advanced manufacturing, energy development and industrial expansion, demand for high-quality lime products is expected to remain resilient for decades to come," Ward Nye, chair, president, and CEO of Martin Marietta, said in a statement.
Martin Marietta expects its combined net leverage ratio to be approximately 3.7x at closing, with a target of reducing that figure below 2.5x within 24 months through free cash flow generation. Regulatory approvals permitting, the transaction is set to wrap up sometime in the latter half of 2026.
The acquisition is the latest in a wave of consolidation among U.S. building-products companies. The CRH-Arcosa tie-up is part of the same broader trend: just last week, the Dublin-based building materials group announced an all-cash purchase of Arcosa valued at roughly $8.5 billion, a move aimed at capitalizing on surging U.S. demand for energy and utility infrastructure.
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