Constriction supplies firm Adbri will pay CEO Mark Irwin an extra $1.35 million to head up the business until 18 December amid a $2.1 billion takeover bid for the company.
Announced this morning, Irwin will be retained as CEO as “the board recognises the importance of leadership stability” while the takeover process launched last year continues. He was appointed as CEO in March last year and officially started in the role on 15 April 2023.
Adbri CEO, Mark Irwin.
His contract was due to expire on 1 October 2024, and Adbri will pay the CEO $1.35 million – equivalent to 100 per cent of his total fixed remuneration – to work the extra 57 business days.
“This retention payment of $1.35 million (less applicable taxes and superannuation contributions) would be paid on the anniversary of announcement of the potential transaction where Mr Irwin has not given notice of termination of his employment, and where Adbri has not terminated his employment for cause or poor performance prior to that date,” said Adbri, formerly Adelaide Brighton.
“If Adbri terminates his employment for convenience prior to that date, Mr Irwin will remain entitled to the payment on 18 December 2024.”
Announced in December last year, Adbri is the target of a $2.1 billion takeover from a consortium that includes its biggest shareholder: Victorian building materials firm Barro Group.
Dublin-based CHR’s Australian subsidiary is the other partner in the consortium that is angling to acquire 100 per cent of the Adelaide-headquartered company – founded in 1882 and one of South Australia’s top 10 companies per the South Australian Business Index – for $3.20 cash per share.
At the time of the announcement, Adbri said there was “no certainty that the proposal will lead to a binding proposal for consideration by Adbri shareholders”, but the company has demonstrated its interest by entering into a process and exclusivity deed with CRH and Barro to “progress a potential transaction”.
The board recommended the offer to shareholders, and Adbri and the consortium entered into a period of exclusivity until 28 February to progress due diligence and continue discussions.
Adbri told investors the week before the takeover announcement it expected full-year earnings within the range of $310-315 million – ahead of the previous outlook announced in August 2023.