In July 2024, the Company acquired Adbri Ltd who have committed credit agreements with a range of banks and credit institutions totaling AUD940 million. The Company does not provide a guarantee for these facilities. The funds drawn from these facilities carry a combination of fixed and floating interest rates.
Philippines (PHP) Debt:
In March 2017, the Company's subsidiary, Republic Cement & Building Materials, Inc., entered into a credit arrangement with the Bank of the Philippine Islands. The Company does not provide a guarantee for this facility. The initial credit agreement provided for total commitments of PHP12.5 billion for a ten-year term, which was later expanded to PHP22.5 billion. The funds drawn from this facility carry a combination of fixed and floating interest rates.
•通過股票回購向股東返還的現金金額爲10億美元。較上一年前九個月減少了10億美元。 在 November 2024年6月,最新一筆股票回購計劃已完成,使迄今爲止返還的現金金額達到12億美元。另一筆計劃已經宣佈,將增加額外的3億美元以於2025年2月26日前完成。 最新一筆計劃已經宣佈,將額外增加3億美元擴大持續中的股票回購計劃,最晚將於2025年2月26日前完成。
Americas Building Solutions' total revenues were 1% ahead of the prior year period as contributions from acquisitions more than offset the impact of lower activity levels due to challenging weather and subdued new-build residential demand. Organic total revenues* were 1% behind the third quarter of 2023.
In Building & Infrastructure Solutions, total revenues were 3% ahead of Q3 2023 driven by a strong performance from acquisitions which offset weaker new-build residential demand and challenging weather conditions in certain markets.
In Outdoor Living Solutions, total revenues were in line with the prior year period as lower activity levels, impacted by adverse weather in the period, were offset by positive contributions from acquisitions.
Third quarter Adjusted EBITDA for Americas Building Solutions was 9% behind a strong prior year comparative, 11% behind on an organic* basis as adverse weather and subdued residential demand impacted profitability. Adjusted EBITDA margin was 230bps behind the third quarter of 2023.
Americas Building Solutions5
Nine months ended September 30, 2024
Analysis of Change
in $ millions
Nine months ended September 30, 2023
Currency
Acquisitions
Divestitures
Organic
Nine months ended September 30, 2024
% change
Total revenues
5,547
(4)
+144
–
(121)
5,566
–
Adjusted EBITDA
1,166
(1)
+28
–
(54)
1,139
(2%)
Adjusted EBITDA margin
21.0%
20.5%
In the first nine months of the year, Americas Building Solutions' total revenues were in line with the prior year as positive contributions from acquisitions were offset by subdued residential demand and adverse weather. Organic total revenues* were 2% behind the prior year period.
In Building & Infrastructure Solutions, total revenues were in line as contributions from acquisitions were offset by adverse weather.
In Outdoor Living Solutions, total revenues increased by 1% despite adverse weather, with growth driven by strong sales into the retail channel, particularly in lawn and garden and decking and railing.
Adjusted EBITDA for Americas Building Solutions was 2% behind the comparable period in 2023, 5% behind on an organic* basis, impacted by adverse weather and subdued residential demand. Adjusted EBITDA margin was 50bps behind prior year.
* Represents a non-GAAP measure. See the discussion within 'Non-GAAP Reconciliation and Supplementary Information' on pages 32 to 33.5
CRH Form 10-Q 29
Europe Materials Solutions6
Three months ended September 30, 2024
Analysis of Change
in $ millions
Three months ended September 30, 2023
Currency
Acquisitions
Divestitures
Organic
Three months ended September 30, 2024
% change
Total revenues
2,617
+42
+354
(131)
(87)
2,795
+7%
Adjusted EBITDA
446
+6
+51
(32)
+82
553
+24%
Adjusted EBITDA margin
17.0%
19.8%
Europe Materials Solutions' total revenues, including the acquisition of a majority stake in Adbri which closed in July 2024, were 7% ahead of the third quarter of 2023. Organic total revenues* were 3% behind as continued pricing progress and growth in Central and Eastern Europe were more than offset by subdued residential activity in Western Europe.
In Essential Materials, total revenues increased by 6% compared with the third quarter of 2023, supported by contributions from acquisitions and positive pricing in both aggregates and cement, ahead by 4% and 5%, respectively. Aggregates and cement volumes were both ahead by 6%.
In Road Solutions, revenues increased by 8% with volumes and prices ahead in the readymixed concrete business, benefiting from acquisition activity in the quarter. Asphalt volumes and pricing declined 5% and 1%, respectively, while paving and construction revenues were impacted by lower activity levels in Western Europe.
Adjusted EBITDA in Europe Materials Solutions was $0.6 billion, 24% ahead of the comparable period in 2023, and 18% ahead on an organic* basis, primarily driven by increased pricing, lower energy costs, operational efficiencies and contributions from acquisitions. Adjusted EBITDA margin increased by 280bps compared with the third quarter of 2023.
Europe Materials Solutions
Nine months ended September 30, 2024
Analysis of Change
in $ millions
Nine months ended September 30, 2023
Currency
Acquisitions
Divestitures
Organic
Nine months ended September 30, 2024
% change
Total revenues
7,409
+106
+420
(378)
(345)
7,212
(3%)
Adjusted EBITDA
1,029
+12
+62
(94)
+133
1,142
+11%
Adjusted EBITDA margin
13.9%
15.8%
In the first nine months of the year, total revenues in Europe Materials Solutions declined by 3%, or 5% on an organic* basis. Positive pricing momentum and good volume growth supported by a number of larger infrastructure projects across Central and Eastern Europe were offset by lower volumes across Western Europe and the Philippines.
In Essential Materials, total revenues were 5% behind the comparable period in 2023 primarily due to the completed divestiture of the European Lime operations, partly offset by the acquisition of Adbri in July 2024. Aggregates pricing was 3% ahead with cement pricing 2% ahead of the prior year.
In Road Solutions, revenues were in line with the comparable period in 2023 with the benefit of acquisitions in the period offset by lower volumes. Asphalt volumes were 5% behind with pricing in line with the comparable period in 2023. Paving and construction revenues decreased by 4% mainly due to lower activity levels in Western Europe. Readymixed concrete volumes were 2% ahead of the prior year driven by growth in Central and Eastern Europe and contributions from acquisitions offsetting declines in Western Europe.
Adjusted EBITDA in Europe Materials Solutions was $1.1 billion, 11% ahead of the comparable period in 2023, and 13% ahead on an organic* basis, primarily driven by increased pricing, lower energy costs and operational efficiencies more than offsetting the impact of lower activity levels. Adjusted EBITDA margin expanded by 190bps compared with the first nine months of 2023.
*Represents a non-GAAP measure. See the discussion within 'Non-GAAP Reconciliation and Supplementary Information' on pages 32 to 33.6
CRH Form 10-Q 30
Europe Building Solutions
Three months ended September 30, 2024
Analysis of Change
in $ millions
Three months ended September 30, 2023
Currency
Acquisitions
Divestitures
Organic
Three months ended September 30, 2024
% change
Total revenues
693
+11
+4
(4)
(40)
664
(4%)
Adjusted EBITDA
69
+1
+1
–
(9)
62
(10%)
Adjusted EBITDA margin
10.0%
9.3%
Total revenues in Europe Building Solutions declined by 4% compared with the third quarter of 2023, amid continued subdued new-build residential activity.
Within Building & Infrastructure Solutions, total revenues were 6% behind the comparable period in 2023. Infrastructure Products was ahead of the prior year, with contributions from acquisitions more than offsetting lower activity levels. Revenues in Precast and Construction Accessories were behind the comparable period in 2023 amid continued lower demand in certain key markets.
Revenues in Outdoor Living Solutions increased by 2% compared with the third quarter of 2023 despite lower activity levels which were impacted by adverse weather and continued subdued new-build residential demand.
Adjusted EBITDA in Europe Building Solutions declined by 10% compared with the third quarter of 2023.
Europe Building Solutions
Nine months ended September 30, 2024
Analysis of Change
in $ millions
Nine months ended September 30, 2023
Currency
Acquisitions
Divestitures
Organic
Nine months ended September 30, 2024
% change
Total revenues
2,169
+19
+17
(4)
(184)
2,017
(7%)
Adjusted EBITDA
211
+2
+3
–
(35)
181
(14%)
Adjusted EBITDA margin
9.7%
9.0%
Total revenues in Europe Building Solutions declined by 7% for the first nine months of the year, with subdued new-build residential market activity continuing throughout 2024.
Within Building & Infrastructure Solutions, total revenues were 10% behind the comparable period in 2023. Infrastructure Products' revenues increased, benefiting from acquisitions offsetting lower activity levels. Revenues in Precast and Construction Accessories were negatively impacted by subdued new-build residential activity continuing across several markets.
Revenues in Outdoor Living Solutions were 4% ahead of the comparable period in 2023, driven by commercial progress in certain markets despite subdued residential demand.
Adjusted EBITDA for the first nine months of the year in Europe Building Solutions was 14% behind the comparable period of 2023. Adjusted EBITDA margin decreased by 70bps compared with the first nine months of 2023, with lower activity levels partially offset by disciplined commercial management and cost saving initiatives.
CRH Form 10-Q 31
Non-GAAP Reconciliation and Supplementary Information
CRH uses a number of non-GAAP performance measures to monitor financial performance. These measures are referred to throughout the discussion of our reported financial position and operating performance on a continuing operations basis unless otherwise defined and are measures which are regularly reviewed by CRH management. These performance measures may not be uniformly defined by all companies and accordingly may not be directly comparable with similarly titled measures and disclosures by other companies.
Certain information presented is derived from amounts calculated in accordance with U.S. GAAP but is not itself an expressly permitted GAAP measure. The non-GAAP performance measures as summarized below should not be viewed in isolation or as an alternative to the equivalent GAAP measure.
Adjusted EBITDA: Adjusted EBITDA is defined as earnings from continuing operations before interest, taxes, depreciation, depletion, amortization, loss on impairments, gain/loss on divestitures and unrealized gain/loss on investments, income/loss from equity method investments, substantial acquisition-related costs and pension expense/income excluding current service cost component. It is quoted by management in conjunction with other GAAP and non-GAAP financial measures to aid investors in their analysis of the performance of the Company. Adjusted EBITDA by segment is monitored by management in order to allocate resources between segments and to assess performance. Adjusted EBITDA margin is calculated by expressing Adjusted EBITDA as a percentage of total revenues.
Reconciliation to its nearest GAAP measure is presented below:
Three months ended
Nine months ended
September 30
September 30
in $ millions
2024
2023
2024
2023
Net income
1,389
1,318
2,812
2,499
Income from equity method investments
(25)
(14)
(27)
(21)
Income tax expense
531
416
942
781
Gain on divestitures and unrealized gains on investments (i)
(59)
—
(242)
–
Pension income excluding current service cost component (i)
(1)
(1)
(3)
(3)
Other interest, net (i)
(2)
—
(1)
–
Interest expense
164
131
452
285
Interest income
(33)
(62)
(112)
(138)
Depreciation, depletion and amortization
467
402
1,288
1,187
Substantial acquisition-related costs (ii)
23
–
45
–
Adjusted EBITDA
2,454
2,190
5,154
4,590
Total revenues
10,515
10,128
26,702
26,264
Net income margin
13.2%
13.0%
10.5%
9.5%
Adjusted EBITDA margin
23.3%
21.6%
19.3%
17.5%
(i) Gain on divestitures and unrealized gains on investments, pension income excluding current service cost component and other interest, net have been included in Other nonoperating income, net in the Condensed Consolidated Statements of Income.
(ii) Represents expenses associated with non-routine substantial acquisitions, which meet the criteria for being separately reported in Note 4 “Acquisitions” of the unaudited financial statements. Expenses in the third quarter of 2024 primarily include legal and consulting expenses related to these non-routine substantial acquisitions.
Net Debt: Net Debt is used by management as it gives additional insight into the Company’s current debt position less available cash. Net Debt is provided to enable investors to see the economic effect of gross debt, related hedges and cash and cash equivalents in total. Net Debt comprises short and long-term debt, finance lease liabilities, cash and cash equivalents and current and noncurrent derivative financial instruments (net).
Reconciliation to its nearest GAAP measure is presented below:
September 30
December 31
September 30
in $ millions
2024
2023
2023
Short and long-term debt
(13,890)
(11,642)
(11,395)
Cash and cash equivalents (i)
2,978
6,390
5,722
Finance lease liabilities
(228)
(117)
(96)
Derivative financial instruments (net)
(35)
(37)
(118)
Net Debt
(11,175)
(5,406)
(5,887)
(i) Cash and cash equivalents includes cash and cash equivalents reclassified as held for sale of $nil million, $49 million, and $nil million at September 30, 2024, December 31, 2023 and September 30, 2023, respectively.
CRH Form 10-Q 32
Organic Revenue and Organic Adjusted EBITDA: CRH pursues a strategy of growth through acquisitions and investments, with total spend on acquisitions and investments of $3.9 billion in the nine months ended September 30, 2024, compared with $0.6 billion for the same period in 2023. Acquisitions completed in 2023 and the first nine months of 2024 contributed incremental total revenues of $0.6 billion and Adjusted EBITDA of $0.1 billion for the three months ended September 30, 2024 and total revenues of $1.0 billion and Adjusted EBITDA of $0.2 billion for the nine months ended September 30, 2024. Cash proceeds from divestitures and disposals of long-lived assets amounted to $1.2 billion for the nine months ended September 30, 2024, compared with $0.1 billion for the nine months ended September 30, 2023. The total revenues impact of divestitures was a negative $0.2 billion and the impact at an Adjusted EBITDA level was a negative $46 million for the three months ended September 30, 2024. For the nine months ended September 30, 2024, the total revenues impact of divestitures was a negative $0.5 billion and the impact at an Adjusted EBITDA level was a negative $0.1 billion.
The U.S. Dollar weakened against most major currencies during the three months ended September 30, 2024, from the comparable period in 2023, resulting in an overall positive currency exchange impact.
Because of the impact of acquisitions, divestitures, currency exchange translation and other non-recurring items on reported results each reporting period, CRH uses organic revenue and organic Adjusted EBITDA as additional performance indicators to assess performance of pre-existing (also referred to as underlying, like-for-like or ongoing) operations each reporting period.
Organic revenue and organic Adjusted EBITDA are arrived at by excluding the incremental revenue and Adjusted EBITDA contributions from current and prior year acquisitions and divestitures, the impact of exchange translation, and the impact of any one-off items. In Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section on pages 28 to 31, changes in organic revenue and organic Adjusted EBITDA are presented as additional measures of revenue and Adjusted EBITDA to provide a greater understanding of the performance of the Company. Organic change % is calculated by expressing the organic movement as a percentage of the prior year reporting period (adjusted for currency exchange effects). A reconciliation of the changes in organic revenue and organic Adjusted EBITDA to the changes in total revenues and Adjusted EBITDA by segment is presented with the discussion within each segment’s performance in tables contained in the segment discussion in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” commencing on page 26.
Liquidity and Capital Resources
The Company’s primary source of incremental liquidity is cash flows from operating activities, which combined with the cash and cash equivalents balance, the U.S. Dollar and Euro Commercial Paper Programs, and committed credit lines, is expected to be sufficient to meet the Company’s working capital needs, capital expenditures, dividends, share repurchases, upcoming debt maturities, and other liquidity requirements associated with our operations for the foreseeable future. In addition, the Company believes that it will have the ability to fund additional acquisitions via cash flows from internally available cash, cash flows from operating activities and, subject to market conditions, via obtaining additional borrowings and/or issuing additional debt or equity securities.
Total short and long-term debt was $13.9 billion at September 30, 2024, compared to $11.6 billion at December 31, 2023, and $11.4 billion at September 30, 2023. In January 2024, €600 million 1.875% euro Senior Notes were repaid on maturity. In May 2024, wholly owned subsidiaries of the Company completed the issuance of $750 million 5.20% Senior Notes due 2029 and $750 million 5.40% Senior Notes due 2034. In July 2024, as part of the Adbri acquisition $0.5 billion of external debt was acquired. In the nine months ended September 30, 2024, a net $0.6 billion of commercial paper was issued across the U.S. Dollar and Euro Commercial Paper Programs.
Net Debt* at September 30, 2024, was $11.2 billion, compared to $5.4 billion at December 31, 2023, and $5.9 billion at September 30, 2023. The increase in Net Debt*7compared to December 31, 2023, reflects acquisitions, cash returns to shareholders through dividends and continued share buybacks, as well as the purchase of property, plant and equipment, partially offset by inflows from operating activities and proceeds from divestitures.
CRH continued its ongoing share buyback program in the first nine months of 2024 repurchasing approximately 13.2 million ordinary shares for a total consideration of $1.0 billion and the Company is commencing an additional $0.3 billion tranche to be completed no later than February 26, 2025. The Company also made cash dividend payments of $1.5 billion in the first nine months of 2024.
Other than items updated in this Quarterly Report, CRH's financial condition and the nature and composition of the Company’s material cash requirements, which include debt service and related interest payments, operating lease obligations, share repurchase commitments and other purchase obligations arising in the normal course of business, have not materially changed from those disclosed in the 2023 Form 10-K.
Cash flows
At September 30, 2024, CRH had cash and cash equivalents and restricted cash of $3.1 billion compared with $5.7 billion at September 30, 2023.
At September 30, 2024, CRH had outstanding total short and long-term debt of $13.9 billion compared with $11.4 billion at September 30, 2023.
Total lease liabilities were $1.6 billion compared with $1.4 billion at September 30, 2023.
At September 30, 2024, CRH had $4.0 billion of undrawn committed facilities, almost all of which, are available until May 2029. At September 30, 2024, the weighted average maturity of the term debt (net of cash and cash equivalents) was 7.5 years.
Cash flows from operating activities
Nine months ended
September 30
in $ millions
2024
2023
Net cash provided by operating activities
2,259
2,594
Net cash provided by operating activities was $2.3 billion for the nine months ended September 30, 2024, a decrease of $0.3 billion, compared to the same period in 2023. The decrease in net cash provided by operating activities was primarily due to higher outflows related to working capital which offset an increase in net income.
* Represents a non-GAAP measure. See the discussion within 'Non-GAAP Reconciliation and Supplementary Information' on pages 32 to 33.7
CRH Form 10-Q 33
Cash flows from investing activities
Nine months ended
September 30
in $ millions
2024
2023
Net cash used in investing activities
(4,405)
(1,729)
Net cash used in investing activities was $4.4 billion for the nine months ended September 30, 2024, compared to $1.7 billion in the same period for 2023, an increase of $2.7 billion. During the nine months ended September 30, 2024, the Company invested $3.9 billion on acquisitions, an increase of $3.3 billion on the same period in 2023. Capital expenditure totaled $1.6 billion in the first nine months of 2024, resulting in an increased outflow of $0.5 billion versus the comparable prior year period. These outflows were partially offset by $1.1 billion of increased proceeds from divestitures and disposals of long-lived assets, primarily related to the completed divestiture of the European Lime operations and the divestiture of certain operations in Canada.
Cash flows from financing activities
Nine months ended
September 30
in $ millions
2024
2023
Net cash used in financing activities
(1,144)
(1,097)
Net cash used in financing activities was $1.1 billion for the nine months ended September 30, 2024, in line with the comparable period in the prior year. Proceeds from debt issuances were $3.5 billion compared to $2.7 billion for the first nine months of 2023, an increase of $0.8 billion, which was primarily related to the issuance and sale of $750 million 5.20% Senior Notes due 2029 and $750 million 5.40% Senior Notes due 2034, as well as the issuance of $1.8 billion under the Company’s commercial paper programs in the first nine months of 2024. Payments on debt in the first nine months of 2024 were $1.9 billion, primarily the repayment of the €600 million 1.875% euro Senior Notes on maturity in January 2024 as well as the repayment of $1.2 billion issued under the Company’s commercial paper programs. This is compared with $0.9 billion in the prior year relating to the repayment of the €750 million 3.125% euro Senior Notes which were repaid on maturity in April 2023. Dividends paid for the first nine months of 2024 were $1.5 billion compared to $0.8 billion in the same period in the prior year. In 2024, the Company moved to quarterly dividends with a payment of the first, second and third quarter dividends in the first nine months of the year in addition to the payment of the 2023 final dividend while the same period in the prior year saw an outflow solely related to the final 2022 dividend. Outflows related to the purchases of common stock were $1.2 billion in the first nine months of 2024 compared to $2.0 billion for the same period in 2023.
Debt Facilities
The following section summarizes certain material provisions of our debt facilities and long-term debt obligations. The following description is only a summary, does not purport to be complete and is qualified in its entirety by reference to the documents governing such indebtedness (available in the Investors section on www.crh.com).
At September 30, 2024, we expect maturities for the next quarter as follows:
2024 Debt Maturities
Fourth Quarter (i)
$1.8 billion
(i) Of which $1.7 billion is related to the U.S. Dollar and Euro Commercial Paper Programs.
Unsecured Senior Notes
The main sources of Company debt funding are public bond markets in North America and Europe. See Note 9 “Debt” in Part I, Item 1. “Financial Statements” for further details regarding our debt obligations. In May 2024, wholly owned subsidiaries of the Company completed the issuance and sale of $750 million 5.20% Senior Notes due 2029 and $750 million 5.40% Senior Notes due 2034.
Revolving Credit Facilities
The Company manages its borrowing ability by entering into committed borrowing agreements. The Company’s multi-currency RCF, dated May 2023, is made available from a syndicate of lenders, consisting of a €3.5 billion unsecured, revolving loan facility with maturity in May 2029. See Note 9 “Debt” in Part I, Item 1. “Financial Statements” for further details regarding the RCF. At September 30, 2024, the RCF was undrawn.
Guarantees
The Company has given letters of guarantee to secure obligations of subsidiary undertakings as follows: $12.9 billion in respect of loans and borrowings, bank advances and derivative obligations, and $0.5 billion in respect of letters of credit due within one year at September 30, 2024.
Commercial Paper Programs
As of September 30, 2024, the Company had a $4.0 billion U.S. Dollar Commercial Paper Program and a €1.5 billion Euro Commercial Paper Program. As of September 30, 2024, there was $1.3 billion of outstanding issued notes on the U.S. Dollar Commercial Paper Program and $0.4 billion of outstanding issued notes on the Euro Commercial Paper Program. The purpose of these programs is to provide short-term liquidity as required.
Off-Balance Sheet Arrangements
CRH does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on CRH’s financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that may be material to investors.
CRH Form 10-Q 34
Debt Ratings
Our debt ratings and outlooks at September 30, 2024, were:
Short-Term
Long-Term
Outlook
S&P
A-2
BBB+
Stable
Moody’s
P-2
Baa1
Stable
Fitch
F1
BBB+
Stable
Contractual Obligations
An analysis of the maturity profile of debt, leases capitalized, purchase obligations, deferred and contingent acquisition consideration and pension scheme contribution commitments at September 30, 2024, is as follows:
Payments due by period
Total
Less than 1 year
2-3 years
4-5 years
More than 5 years
in $ millions
Short and long-term debt (i)
13,958
3,240
2,818
2,333
5,567
Lease liabilities (ii)
2,117
363
511
406
837
Estimated interest payments on contractually committed debt (iii)
3,744
505
797
614
1,828
Deferred and contingent acquisition consideration
39
19
16
3
1
Purchase obligations (iv)
2,059
1,113
515
219
212
Retirement benefit obligation commitments (v)
22
3
6
5
8
Total (vi)
21,939
5,243
4,663
3,580
8,453
(i) Of the $14.0 billion short and long-term debt, $0.6 billion is drawn on revolving facilities which may be repaid and redrawn up to the date of maturity.
(ii) Lease liabilities are presented on an undiscounted basis.
(iii) These interest payments have been estimated on the basis of the following assumptions: (a) no change in variable interest rates; (b) no change in exchange rates; (c) that all debt is repaid as if it falls due from future cash generation; and (d) that none is refinanced by future debt issuance.
(iv) Purchase obligations include contracted-for capital expenditure. These expenditures for replacement and new projects are in the ordinary course of business and will be financed from internal resources.
(v) These retirement benefit commitments comprise the contracted payments related to our pension schemes in the United Kingdom.
(vi) Over the long term, CRH believes that our available cash and cash equivalents, cash from operating activities, along with the access to borrowing facilities will be sufficient to fund our long-term contractual obligations, maturing debt obligations and capital expenditures.
CRH Form 10-Q 35
Supplemental Guarantor Information
Guarantor Financial Information
As of September 30, 2024, CRH plc (the 'Guarantor') has fully and unconditionally guaranteed $300 million 6.400% Senior Notes due 2033 (i) (the '6.400% Notes') issued by CRH America, Inc. (CRH America), $750 million 5.200% Senior Notes due 2029 (the '5.200% Notes') issued by CRH SMW Finance Designated Activity Company (SMW Finance) and $750 million 5.400% Senior Notes due 2034 (the '5.400% Notes', and together with the 6.400% Notes and the 5.200% Notes, the 'Notes') issued by CRH America Finance, Inc. (America Finance), and together with CRH America and SMW Finance (the 'Issuers').
The Issuers are each 100% owned by CRH plc, directly and indirectly. SMW Finance is an indirect wholly owned finance subsidiary of CRH plc incorporated under the laws of Ireland and a financing vehicle for CRH’s group companies. America Finance is an indirect wholly owned finance subsidiary of CRH plc incorporated under the laws of the State of Delaware and a financing vehicle for CRH’s U.S. operating companies.
Each series of Notes is unsecured and ranks equally with all other present and future unsecured and unsubordinated obligations of the relevant Issuer and CRH plc, subject to exceptions for obligations required by law. Each series of Notes is fully and unconditionally guaranteed by CRH plc as defined in the respective indenture governing each series of Notes. Each guarantee is a full, irrevocable, and unconditional guarantee of the principal, interest, premium, if any, and any other amounts due in respect of the relevant series of Notes given by CRH plc.
(i) Originally issued in September 2003 as $300 million 6.400% Senior Notes due 2033. CRH subsequently acquired $87 million of the 6.400% Notes in liability management exercises in August 2009 and December 2010.
Basis of Presentation
The following summarized financial information reflects, on a combined basis, the Balance Sheet as of September 30, 2024 and as of December 31, 2023 and the Income Statement for the nine months ended September 30, 2024, and for the year ended December 31, 2023 of CRH America and CRH plc, which guarantees the registered debt; collectively the ‘Obligor Group’. Intercompany balances and transactions within the Obligor Group have been eliminated in the summarized financial information below. Amounts attributable to the Obligor Group’s investment in non-obligor subsidiaries have also been excluded. Intercompany receivables/payables and transactions with non-obligor subsidiaries are separately disclosed as applicable. This summarized financial information has been prepared and presented pursuant to the Securities and Exchange Commission Regulation S-X Rule 13-01 and is not intended to present the financial position and results of operations of the Obligor Group in accordance with U.S. GAAP.
The summarized Income Statement information is as follows:
in $ millions
For the nine months ended September 30, 2024
For the year ended December 31, 2023
Income from operations before income tax expense and income from equity method investments (i)
109
4,016
- of which relates to transactions with non-obligor subsidiaries
134
4,044
Net income – all of which is attributable to equity holders of the Company
108
4,014
- of which relates to transactions with non-obligor subsidiaries
134
4,044
(i) Revenues and gross profit for the Obligor Group for the nine months ended September 30, 2024 and for the year ended December 31, 2023 amounted to $nil million and $nil million, respectively.
The summarized Balance Sheet information is as follows:
September 30, 2024
December 31, 2023
Current assets
827
1,314
Current assets – of which is due from non-obligor subsidiaries
460
332
Noncurrent assets
3,457
3,655
Noncurrent assets – of which is due from non-obligor subsidiaries
3,457
3,655
Current liabilities
4,799
1,728
Current liabilities – of which is due to non-obligor subsidiaries
3,525
1,706
Noncurrent liabilities
756
2,006
Critical Accounting Policies and Estimates
There have been no material changes during the three months ended September 30, 2024, to our critical accounting policies and/or estimates disclosed in our 2023 Form 10-K.
The results of the Company’s third quarter impairment assessment indicated increased risk of impairment as a result of certain recent challenging market conditions which may impact future growth prospects, resulting in reduced headroom. Arising from the Company’s ongoing sensitivity analysis, potential non-cash impairment charges of $0.3-$0.4 billion, representing the range of possible outcomes and based on reasonably possible changes in key assumptions, may be recognized in its results for the quarter and year ending December 31, 2024. These potential impairment charges relate to the Company’s equity method investment in China and the Architectural Products reporting unit in the Europe Building Solutions segment.
The Company’s equity method investment in China and the Company's Architectural Products reporting unit have observed challenging market conditions which may adversely impact their longer-term forecast projections. If current projections for the Company's equity method investment in China and the Architectural Products reporting unit decrease, this may result in their carrying value exceeding their fair value.
CRH Form 10-Q 36
The Company’s annual goodwill impairment assessment is ongoing in parallel with its annual five-year strategic planning process. The Company’s assessment is expected to conclude in December 2024, when the five-year strategic plan document, which will incorporate our estimate of the potential impact of the recent market challenges noted above, is approved by the Board of Directors.
Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors, as set out in the Critical Accounting Estimates in the Company’s 2023 Form 10-K.
Available Information
The Company maintains an internet address at www.crh.com and makes available free of charge through its website its annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, and amendments thereto, if any, filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, which are available as soon as reasonably practicable after CRH files or furnishes such information to the SEC. Investors may also access such documents via the SEC’s website www.sec.gov.
References in this document to other documents on the CRH website are included only as an aid to their location and are not incorporated by reference into this Quarterly Report. CRH’s website provides the full text of earnings updates, copies of presentations to analysts and investors and circulars to shareholders.
Further, copies of CRH’s key corporate governance policies and other reports, including its Code of Business Conduct, Sustainability Performance Report, and the charters for Committees of the Board, may be found on the CRH website.
The Company undertakes no obligation to update any statements contained in this Quarterly Report or the documents incorporated by reference herein for revisions or changes after the filing date of this Quarterly Report, other than as required by law.
We post on our website news releases, announcements and other statements about our business performance, results of operations and sustainability matters, some of which may contain information that may be deemed material to investors. Additionally, we use our LinkedIn account (www.linkedin.com/company/crh), as well as our other social media channels from time to time, to post announcements that may contain information that may be deemed material to investors. Our officers may use similar social media channels to disclose public information. We encourage investors, the media and others interested in CRH to review the business and financial information we or our officers post on our website and the social media channels identified above. Information on CRH’s website or such social media channels does not form part of, and is not incorporated into, this Quarterly Report.
Forward-Looking Statements
In order to utilize the “Safe Harbor” provisions of the United States Private Securities Litigation Reform Act of 1995, CRH is providing the following cautionary statement.
This document, and the documents incorporated by reference herein, contain statements that are, or may be deemed to be, forward-looking statements with respect to the financial condition, results of operations, business, viability, and future performance of CRH and certain of the plans and objectives of CRH. These forward-looking statements may generally, but not always, be identified by the use of words such as “will”, “anticipates”, “should”, “could”, “would”, “targets”, “aims”, “may”, “continues”, “expects”, “is expected to”, “estimates”, “believes”, “intends” or similar expressions. These forward-looking statements include all matters that are not historical facts or matters of fact at the date of this document.
In particular, the following, among other statements, are all forward looking in nature: plans and expectations regarding drivers of CRH’s performance in 2024 and 2025, demand outlook, macroeconomic trends in CRH’s markets, government funding initiatives and manufacturing trends (including re-industrialization activity), pricing trends, costs and weather patterns; plans and expectations regarding business strategy and cash returns for shareholders, including expectations regarding dividends and share buybacks; plans and expectations regarding CRH’s financial capacity, including our ability to fund acquisitions and meet working capital needs, capital expenditures, dividends, share repurchases, upcoming debt maturities and other liquidity requirements; plans and expectations regarding the timing and benefits of our acquisitions and divestitures; CRH’s status as a foreign private issuer and transition to U.S. domestic issuer status; CRH's expected changes to its operating and reportable segments; the existence of a potential impairment, including amount and timing; and plans and expectations regarding the strategic risks and uncertainties facing CRH.
By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that may or may not occur in the future and reflect our current expectations and assumptions as to such future events and circumstances that may not prove accurate. You are cautioned not to place undue reliance on any forward-looking statements. These forward-looking statements are made as of the date of this document. We expressly disclaim any obligation or undertaking to publicly update or revise these forward-looking statements other than as required by applicable law.
A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements, certain of which are beyond our control, and which include, among other factors: economic and financial conditions, including changes in interest rates, inflation, price volatility and/or labor and materials shortages; demand for infrastructure, residential and non-residential construction and our products in geographic markets in which we operate; increased competition and its impact on prices and market position; increases in energy, labor and/or other raw materials costs; adverse changes to laws and regulations, including in relation to climate change; the impact of unfavorable weather; investor and/or consumer sentiment regarding the importance of sustainable practices and products; availability of public sector funding for infrastructure programs; political uncertainty, including as a result of political and social conditions in the jurisdictions CRH operates in, or adverse political developments, including the ongoing geopolitical conflicts in Ukraine and the Middle East; failure to complete or successfully integrate acquisitions or make timely divestitures; cyberattacks and exposure of associates, contractors, customers, suppliers and other individuals to health and safety risks, including due to product failures. Additional factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those expressed by the forward-looking statements in this report including, but not limited to, the risks and uncertainties described herein and under “Risk Factors” in our 2023 Form 10-K and in our other filings with the SEC.
CRH Form 10-Q 37
Item 3. Quantitative and Qualitative Disclosures About Market Risk
CRH is exposed to market risks relating to fluctuations in foreign exchange risks, interest rates, and commodity prices. Changes in those factors could impact the Company’s results of operations and financial condition. Financial risk management at the Company seeks to minimize the negative impact of foreign exchange, interest rate and commodity price fluctuations on the Company’s earnings, cash flows and equity. Management provides oversight for risk management and derivative activities, determines certain of the Company’s financial risk policies and objectives, and provides guidelines for derivative instrument utilization.
To manage these risks, CRH uses various derivative financial instruments, including interest rate swaps, foreign exchange forwards and swaps, and commodity contracts. CRH only uses commonly traded and non-leveraged instruments. These contracts are entered into primarily with major banking institutions and utility companies, while CRH actively monitors its exposure to counterparty risk through the use of counterparty approvals and credit limits, thereby managing the risk of counterparty loss.
The following discussion presents the sensitivity of the market value, earnings and cash flows of the Company’s financial instruments to hypothetical changes in interest and exchange rates assuming these changes occurred at September 30, 2024.
Interest Rate Risk
CRH may be impacted by interest rate volatility with respect to existing debt and future debt issuances as well as cash balances. For fixed rate debt instruments, interest rate changes affect the fair market value but do not impact earnings or cash flows. Conversely, for floating rate debt instruments, interest rate changes generally do not affect the fair market value of the instrument but impact future earnings and cash flows, assuming that other factors are held constant. Cash balances are held on short-term deposits and changing interest rates will impact deposit interest income earned. The Company uses interest rate swaps to convert a portion of its fixed rate debt to floating rate debt and these may be designated and qualify as fair value hedges. Under these arrangements, the Company agrees to exchange, at specified intervals, the difference between fixed and benchmark floating interest rates calculated by reference to an agreed-upon notional principal amount.
At September 30, 2024, of total debt including overdrafts, finance leases and the impact of derivatives, the Company had fixed rate debt of $10.4 billion and floating rate debt of $3.8 billion, representing 74% and 26% respectively. The equivalent figures as at December 31, 2023, were fixed rate debt of $9.1 billion and floating rate debt of $2.7 billion, representing 77% and 23% respectively, and as at September 30, 2023, fixed rate debt of $9.4 billion and floating rate debt of $2.2 billion, representing 81% and 19% respectively. The Company’s interest rate swaps at September 30, 2024 whereby the Company swaps from fixed interest rates to floating interest rates, were $1.4 billion, compared to $1.4 billion as at December 31, 2023 and $1.4 billion as at September 30, 2023. The Company’s interest rate swaps at September 30, 2024 whereby the Company swaps from floating interest rates to fixed interest rates, were $0.2 billion, compared to $nil billion as at December 31, 2023 and $nil billion as at September 30, 2023. Cash and cash equivalents at September 30, 2024, were $3.0 billion, compared to $6.4 billion at December 31, 2023 and $5.7 billion at September 30, 2023, which was all held on short-term deposits and investments.
Sensitivity to interest rate moves
At September 30, 2024, the before-tax earnings and cash flows impact of a 100bps increase in interest rates, including the offsetting impact of derivatives, on the variable rate cash and debt portfolio would be approximately $8 million unfavorable ($37 million favorable at December 31, 2023 and $35 million favorable at September 30, 2023).
Foreign Exchange Rate Risk
CRH’s exchange rate exposures result primarily from its investments and ongoing operations in countries outside of the United States and other business transactions such as the procurement of products, services and equipment from foreign sources. Fluctuations in foreign currency exchange rates may affect (i) the carrying value of the Company’s net investment in foreign subsidiaries; (ii) the translation of foreign currency earnings; and (iii) the cash flows related to foreign currency denominated transactions.
Where economically feasible, the Company maintains Net Debt*8in the same relative ratio as capital employed to act as an economic hedge of the underlying currency assets. Where it is not feasible to do so, the Company may enter into foreign exchange forward contracts to hedge a portion of the net investment against the effect of exchange rate fluctuations. These transactions are designated as net investment hedges.
The Company also enters into foreign exchange forward contracts to hedge against the effect of exchange rate fluctuations on cash flows denominated in foreign currencies. These transactions are designated as cash flow hedges. In addition, the Company may enter into foreign currency contracts that are not designated in hedging relationships to offset, in part, the impacts of changes in value of various non-functional currency denominated items including certain intercompany financing balances. The U.S. Dollar equivalent gross notional amount of the Company’s foreign exchange forward contracts was $4.4 billion at September 30, 2024, compared to $1.6 billion at December 31, 2023 and $1.7 billion at September 30, 2023.
Holding all other variables constant, if there was a 10% weakening in foreign currency exchange rates versus U.S. Dollar for the portfolio, the fair market value of foreign currency contracts outstanding at September 30, 2024, would decrease by approximately $104 million, which would be largely offset by a gain on the foreign currency fluctuation of the underlying exposure being hedged. In comparison, the fair market value of foreign currency contracts outstanding at December 31, 2023 would increase by approximately $2 million and at September 30, 2023, would increase by approximately $18 million, largely offset by a loss on the underlying exposure being hedged.
Commodity Price Risk
Some of the Company’s products use significant amounts of commodity-priced materials, predominantly oil, electricity, coal and carbon credits which are subject to price changes based upon fluctuations in the commodities market. This price volatility could potentially have a material impact on our financial condition and/or our results of operations. Where feasible, the Company manages commodity price risks through negotiated supply contracts and forward contracts to manage operating costs. The Company monitors commodity trends and where possible has alternative sourcing plans in place to mitigate the risk of supplier concentration and passing commodity-related inflation to customers or suppliers.
Where appropriate, the Company also has a number of derivative hedging programs in place to hedge commodity risks, with the aim of the programs being to neutralize variability arising from changes in associated commodity indices. The timeframe for such programs can be up to four years.
* Represents a non-GAAP measure. See the discussion within 'Non-GAAP Reconciliation and Supplementary Information' on pages 32 to 33.8
CRH Form 10-Q 38
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Management has evaluated the effectiveness of the design and operation of the disclosure controls and procedures as defined in Securities Exchange Act Rule 13a-15(e) as of September 30, 2024. Based on that evaluation, the Chief Executive and the Chief Financial Officer have concluded that these disclosure controls and procedures were effective as of such date at the level of providing reasonable assurance.
In designing and evaluating our disclosure controls and procedures, management, including the Chief Executive and the Chief Financial Officer, recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
CRH Form 10-Q 39
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
CRH and its subsidiaries are from time to time parties to various legal proceedings that arise in the ordinary course of business, including some in which claims for damages have been asserted against CRH. Having taken appropriate advice, we believe that the aggregate outcome of such proceedings will not have a material effect on our financial condition, results of operations or liquidity.
CRH has elected to use a $1 million threshold for disclosing certain proceedings under environmental laws to which a governmental authority is a party. Applying this threshold, there were no relevant legal proceedings to disclose for this period.
Item 1A. Risk Factors
There have been no material changes with respect to the risk factors disclosed in 'Item 1A. Risk Factors' of our 2023 Form 10-K.
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities
The following table presents the number and average price of shares purchased in each month of the third quarter of fiscal year 2024:
Period
(a) Total Number of Shares Purchased
(b) Average Price Paid per Share
(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (i)
(d) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
July 1 – July 31, 2024
1,370,436
$78.82
1,370,436
56,506,263
August 1 – August 31, 2024
1,299,060
$84.04
1,299,060
54,017,400
September 1 – September 30, 2024
1,124,520
$88.66
1,124,520
52,892,880
Total
3,794,016
3,794,016
(i) In May 2018, CRH announced its intention to introduce a share repurchase program to repurchase Ordinary Shares (the ‘Program’). In the third quarter of 2024, the Company returned a further $0.3 billion of cash to shareholders through the repurchase of 3,794,016 Ordinary Shares (equivalent to 0.5% of the Company’s issued share capital). This brought total cash returned to shareholders under the Program to $8.1 billion since its commencement in May 2018. The purchases in the third quarter of 2024 were completed under Tranches 21 and 22.
Date Announced
Max Amount to be Repurchased (in $ millions)
Date Expired
May 10, 2024
(Tranche 21)
300
August 7, 2024
August 8, 2024
(Tranche 22)
300
November 6, 2024
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd‐Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S‐K (17 CFR 229.104) is included in Exhibit 95 to this Quarterly Report.
Item 5. Other Information
During the three months ended September 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
CRH Form 10-Q 40
Item 6. Exhibits
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report.
101 Inline eXtensible Business Reporting Language (XBRL).
104 Cover Page Interactive Data File (formatted in iXBRL in Exhibit 101).
* Management compensation plan or arrangement
^ Certain information in this document has been redacted pursuant to Item 601(a)(6) of Regulation S-K because the disclosure of such information would constitute a clearly unwarranted invasion of personal privacy.
** Furnished herewith.
The total amount of long-term debt of the registrant and its subsidiaries authorized under any one instrument does not exceed 10% of the total assets of CRH plc and its subsidiaries on a consolidated basis. The Company agrees to furnish copies of any such instrument to the SEC upon request.
CRH Form 10-Q 41
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CRH public limited company (Registrant)
/s/ Jim Mintern Jim Mintern Chief Financial Officer and Duly Authorized Officer