Brundage-Bone, Eco-Pan, and Management Rollover Equity Holders’ Acquisition of Concrete Pumping Holdings

Ballard Spahr advised Brundage-Bone Concrete Pumping, Inc., Eco-Pan, Inc., and their rollover equity holders in connection with the acquisition of their parent company, Concrete Pumping Holdings, Inc. (CPH), by Industrea Acquisition Corp. (Nasdaq: INDUU, INDU, INDUW), a special purpose acquisition company that focuses on the industrial sector.

The parties executed an Agreement and Plan of Merger on September 7, 2018. The proposed transaction is anticipated to have an initial enterprise value of $696 million. The acquisition is anticipated to close in the fourth quarter. The Industrea press release is available here.

Brundage-Bone is a leading concrete pumping service provider in the United States and the United Kingdom. It operates from 80 U.S. locations in 22 states under the Brundage-Bone brand. In the U.K., it operates under the Camfaud brand from 28 locations. Eco-Pan provides a complementary, full-service solution to manage environmental issues caused by concrete wastewater.

When the combination is completed, CPH and Industrea will become wholly-owned subsidiaries of a newly formed holding company, Concrete Pumping Holdings, Inc. (Newco), whose common stock and warrants are expected to be listed on The Nasdaq Capital Market under the symbols “BBCP” and “BBCPW,” respectively. On September 10, 2018, Newco filed a Registration Statement on Form S-4, which included a preliminary proxy statement/prospectus of Industrea.

The Ballard Spahr deal team, led by Denver-based Business and Finance partners John Ruppert (Picture) and Michele Rowland, represented Brundage-Bone, Eco-Pan, the U.S. management team and former management team in connection with their rollover of a portion of their CPH equity into a significant minority interest in the acquiror. Lawyers in Ballard Spahr’s Denver, Boulder, Phoenix, and Philadelphia offices assisted on the deal.

Involved fees earner: John Ruppert – Ballard Spahr Stillman & Friedman LLP; Michele Rowland – Ballard Spahr Stillman & Friedman LLP;

Law Firms: Ballard Spahr Stillman & Friedman LLP;

Clients: Brundage-Bone Concrete Pumping, Inc.; Eco-Pan, Inc.;

Author: Ambrogio Visconti