Saint-Gobain - Xypex

MN-80035

Saint-Gobain S.A. (Saint-Gobain), through its indirect wholly-owned Canadian subsidiary CertainTeed Canada, Inc. (CertainTeed), proposes to acquire 100% of the shares of Xypex Investment Holdings Inc. (the **Acquisition**). CertainTeed is a Canada-headquartered manufacturer of building products and an indirect wholly owned subsidiary of Saint-Gobain. In Australia, Saint-Gobain supplies a range of interior and exterior building products through its subsidiary CSR Building Products Pty Ltd and other companies. Saint-Gobain’s subsidiary GCP Australia Pty Ltd (GCP) provides specialty construction chemicals and building materials in Australia across two segments: (a) chemical admixtures, supplied through its "Chryso" division; and (b) construction repair and renovation products, including waterproofing membranes, mortars, and other building technologies. GCP supplies its products nationally and operates three manufacturing plants in New South Wales, Queensland and Victoria. Xypex Chemical Corporation (Xypex) is a Canadian manufacturer specialising in concrete waterproofing protection and repair technologies. Xypex operates in Australia through XCC Holdings Pty Ltd and its subsidiaries, Concrete Waterproofing Manufacturing Pty Ltd and National Concrete Solutions Pty Ltd. Xypex supplies (a) waterproofing chemical crystalline admixtures and (b) surface-applied fine mortars and mortar products used for concrete repair, and restoration mortars, using the same crystalline technology. Xypex supplies its products nationally from its manufacturing site in Albury, New South Wales, and maintains warehouses in Brisbane, Sydney, Melbourne and Perth. National Concrete Solutions is a specialist concrete remediation contractor that applies Xypex's products on construction projects and supplies concrete asset management services.