Astec Enters into Definitive Agreement to Acquire CWMF Corporation

Rhea-AI Summary

Astec (NASDAQ: ASTE) signed a definitive agreement to acquire CWMF Corporation, a portable and stationary asphalt plant equipment and parts manufacturer with approximately $50 million in annual revenue. The deal targets CWMF's distribution footprint in the Midwest, South-Central and Great Lakes U.S. regions.

Astec expects to close in Q1 2026, projects the transaction will be accretive from day one, and expects consolidated net leverage to remain within its previously disclosed 1.5 to 2.5x net debt/adjusted EBITDA range.

Positive

• $50M annual revenue at CWMF
• Transaction expected accretive from day one
• Projected consolidated net leverage to stay within 1.5–2.5x net debt/adjusted EBITDA

Negative

• None.

Insights

M&A strategist

Astec will acquire CWMF, a <$money>$50 million revenue asphalt-equipment maker; transaction expected to close in first quarter of 2026 and be accretive on day one.

As a combined manufacturer, Astec gains a complementary product line and regional distribution footprint concentrated in the Midwest, South-Central and Great Lakes regions through CWMF. Management projects the deal will be accretive immediately and that consolidated net leverage will remain within the disclosed 1.5 to 2.5x net debt/adjusted EBITDA range, implying limited near-term financing strain.

The transaction's business impact hinges on execution of integration, employee retention, and realizing stated cost or revenue synergies; the companies say culture and manufacturing know-how align, but that is a qualitative claim rather than a quantified assurance. Concentrated regional sales and any undisclosed inventory, parts or warranty liabilities could affect near-term cash flow if present.

Key near-term items to monitor are the actual closing in first quarter of 2026, post-close accretion versus management's projection, and the consolidated net leverage metric reported in subsequent filings. Expect meaningful updates across the next several quarters as integration milestones and first consolidated results are reported.

CHATTANOOGA, Tenn., Dec. 04, 2025 (GLOBE NEWSWIRE) -- Astec Industries, Inc. (NASDAQ: ASTE) (“Astec” or “Company”) today announced the signing of a definitive agreement to acquire CWMF Corporation (“CWMF”). CWMF (https://cwmfcorp.com/) is a manufacturer of portable and stationary asphalt plant equipment and parts with annual revenues of approximately $50 million. The distribution of CWMF products is primarily concentrated in the Midwest, South-Central and Great Lakes regions of the United States.

Jaco van der Merwe, Astec President and Chief Executive Officer said, “The pending CWMF acquisition is consistent with our disciplined growth strategy. Based on the extensive product and manufacturing knowledge of our combined teams, we anticipate integration to be efficient. Our organizations are a strong cultural fit, and we look forward to having the CWMF employees join the Astec team.”

Brian Harris, Chief Financial Officer added, “We anticipate closing on the CWMF acquisition in the first quarter of 2026. We expect the transaction to be accretive from day one and project our consolidated net leverage ratio to remain within our previously disclosed range of 1.5 to 2.5x net debt/adjusted EBITDA.”

About ASTEC

Astec is a manufacturer of specialized equipment for asphalt road building, aggregate processing and concrete production. Astec's manufacturing operations are divided into two primary business segments: Infrastructure Solutions that designs, engineers, manufactures and markets a complete line of asphalt plants, concrete plants and their related components and ancillary equipment, including industrial automation controls and telematics platforms, as well as supply asphalt road construction equipment, industrial thermal systems, land clearing, recycling and other heavy equipment, along with aftermarket parts and Materials Solutions that designs and manufactures heavy and soft rock processing equipment, in addition to servicing and supplying parts for the aggregate, civil construction, energy, mining, hydro-electric, recycling, ports and bulk material handling markets.

Forward Looking Statements

Safe Harbor Statements under the Private Securities Litigation Reform Act of 1995
This News Release contains forward-looking statements within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Such statements relate to, among other things, income, earnings, cash flow, changes in operations, operating improvements, businesses in which we operate, anticipated benefits from the CWMF acquisition, timing of the CWMF acquisition and the United States and global economies. Statements in this News Release that are not historical are hereby identified as "forward-looking statements" and may be indicated by words or phrases such as "anticipates," “supports," "plans," "projects," "expects," "believes," "should," "would," "could," "forecast," "management is of the opinion," use of the future tense and similar words or phrases. These forward-looking statements are based largely on management's expectations, which are subject to a number of known and unknown risks, uncertainties and other factors discussed and described in our most recent Annual Report on Form10-K, including those risks described in Part I, Item 1A. Risk Factors thereof, and in other reports filed subsequently by us with the Securities and Exchange Commission, which may cause actual results, financial or otherwise, to be materially different from those anticipated, expressed or implied by the forward-looking statements. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements to reflect future events or circumstances, except as required by law.

For Additional Information Contact:
Steve Anderson
Senior Vice President of Administration and Investor Relations
Phone: (423) 899-5898
E-mail: sanderson@astecindustries.com

For more information, visit astecindustries.com and follow us on social media.

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FAQ

What did Astec (ASTE) announce on December 4, 2025 about CWMF?

Astec announced a definitive agreement to acquire CWMF, a manufacturer of asphalt plant equipment with about $50 million in annual revenue.

When does Astec expect to close the CWMF acquisition (ASTE)?

Astec expects to close the CWMF acquisition in Q1 2026.

How will the CWMF deal affect Astec's leverage (ASTE)?

Astec projects consolidated net leverage to remain within its prior range of 1.5 to 2.5x net debt/adjusted EBITDA.

Will the CWMF acquisition be immediately accretive to ASTE shareholders?

Astec expects the transaction to be accretive from day one.

Where are CWMF products primarily distributed for ASTE's acquisition?

CWMF distribution is concentrated in the Midwest, South-Central and Great Lakes regions of the United States.