Suncrete Announces Support Agreements with a Majority of Warrantholders

Rhea-AI Summary

Suncrete (SPAC: HYAC) secured support agreements from warrantholders representing a majority of Haymaker public warrants to approve an exchange of each public warrant for $2.25 cash and 0.075 Class A shares.

The business combination is expected to close in Q1 2026, after which the combined company will be named Suncrete, Inc. and list on Nasdaq as RMIX. Institutional private placement commitments were upsized from $82.5 million to $105.5 million, providing additional capital runway.

Positive

• Private placement upsized to $105.5M
• Majority warrantholder support to exchange public warrants
• Expected Nasdaq listing as RMIX after closing

Negative

• Public warrants exchanged for $2.25 cash and 0.075 shares
• Reliance on $105.5M private placement may dilute existing holders

Key Figures

Warrant cash component: $2.25 per public warrant Warrant share component: 0.075 Class A shares per warrant PIPE upsized from: $82.5 million +2 more

5 metrics

Warrant cash component $2.25 per public warrant Cash portion of proposed public warrant exchange

Warrant share component 0.075 Class A shares per warrant Equity portion of proposed public warrant exchange

PIPE upsized from $82.5 million Initial common stock private placement commitment

PIPE upsized to $105.5 million Current common stock private placement commitment

Business combination timing Q1 2026 Expected closing period for HYAC–Suncrete deal

Market Reality Check

Price: $11.44 Vol: Volume 115,624 is 44% abo...

normal vol

$11.44 Last Close

Volume Volume 115,624 is 44% above the 20-day average of 80,023, indicating elevated trading interest ahead of the Suncrete business combination. normal

Technical Price at $11.44 is trading above the 200-day MA of $11.21, keeping HYAC in a modestly constructive technical posture pre-merger.

Peers on Argus

HYAC slipped 0.26% while sector peers were mostly flat; only HCM II Acquisition ...

HYAC slipped 0.26% while sector peers were mostly flat; only HCM II Acquisition Corp. moved meaningfully, down 0.93%, suggesting today’s action is more company-specific than a broad SPAC move.

Historical Context

2 past events · Latest: Oct 21 (Positive)

Pattern 2 events

Date	Event	Sentiment	Move	Catalyst
Oct 21	Acquisition expansion	Positive	-0.1%	Acquisition adding plants, trucks and employees in Oklahoma City market.
Oct 09	Business combination	Positive	+0.3%	Announcement of proposed Suncrete business combination and PIPE financing.

Pattern Detected

Limited history shows mixed reactions to positive Suncrete-related news: one slight pullback and one modest gain.

Recent Company History

Over recent months, HYAC’s news flow centered on Suncrete’s growth and the pending business combination. On Oct. 21, 2025, Suncrete added 20 ready-mix plants, 100+ mixer trucks and 200+ employees in Oklahoma City, modestly coinciding with a -0.09% move. Earlier, on Oct. 9, 2025, HYAC announced the proposed Suncrete merger with a projected $972.6M pro forma enterprise value and $82.5M PIPE, followed by a 0.27% gain. Today’s warrant support agreements and PIPE upsizing continue that capital-formation and scaling narrative.

Market Pulse Summary

This announcement detailed support from a majority of warrantholders for exchanging HYAC’s public wa...

Analysis

This announcement detailed support from a majority of warrantholders for exchanging HYAC’s public warrants for $2.25 in cash plus 0.075 Class A shares per warrant and confirmed upsized PIPE commitments from $82.5M to $105.5M. Together with prior Suncrete acquisitions and the planned Q1 2026 closing, the news highlighted balance-sheet preparation and reduced warrant overhang. Investors may focus on deal completion, capital deployment and future integration milestones as key checkpoints.

Key Terms

public warrants, class a ordinary shares, par value, private placement, +1 more

5 terms

public warrants financial

"warrantholders representing a majority of the outstanding warrants of Haymaker to vote in favor of any amendments to the terms of the public warrants"

Public warrants are tradable securities that give the holder the right to buy a company’s stock at a fixed price before a set expiration date. Like a coupon that lets you purchase shares later at a preset price, they matter to investors because using them can bring new cash into the company but also increase the total number of shares outstanding, which can dilute existing ownership and influence the stock’s price and potential gains.

class a ordinary shares financial

"exchange of all of the public warrants for $2.25 in cash and 0.075 Class A ordinary shares, par value $0.0001 per share"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

par value financial

"0.075 Class A ordinary shares, par value $0.0001 per share, per whole public warrant"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

private placement financial

"upsizing of our institutional investor commitments in our previously announced common stock private placement from $82.5 million to $105.5 million"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

section 3(a)(9) regulatory

"exchange of the public warrants is being made in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act"

Section 3(a)(9) is a provision of U.S. securities law that exempts certain exchanges of an issuer’s own securities with its existing holders from the usual public registration rules, typically when the swap doesn’t involve a public offering or outside buyers. For investors, it matters because such exchanges can change who holds what, affect dilution and liquidity, and may occur with less public disclosure than a registered sale — think of it like swapping old coupons for new ones behind the scenes rather than selling them in a public marketplace.

AI-generated analysis. Not financial advice.

DALLAS, March 4, 2026 /PRNewswire/ -- Concrete Partners Holding, LLC ("Suncrete" or the "Company"), a ready-mix concrete logistics and distribution platform strategically located in Oklahoma and Arkansas, and Haymaker Acquisition Corp. 4 (NYSE: HYAC) ("Haymaker"), a publicly traded special purpose acquisition company, today announced that Haymaker has entered into investor support agreements with warrantholders representing a majority of the outstanding warrants of Haymaker  to vote in favor of any amendments to the terms of the public warrants to give effect to the exchange of all of the public warrants for $2.25 in cash and 0.075 Class A ordinary shares, par value $0.0001 per share, per whole public warrant.

The Company is expected to close its previously announced business combination with Haymaker (the "Business Combination") in the first quarter of 2026. Upon closing of the Business Combination, the combined company will be named Suncrete, Inc. ("PubCo") and will trade on Nasdaq under the ticker symbol "RMIX."

Ned N. Fleming, III, Executive Chairman of Suncrete, commented, "We are pleased to have secured support agreements with warrantholders of Haymaker representing the majority of warrants. With the expected exchange of all public warrants and the recent upsizing of our institutional investor commitments in our previously announced common stock private placement from $82.5 million to $105.5 million, we believe Suncrete is well positioned to enter the public markets later this quarter. This strong capital foundation provides substantial runway to execute on the Company's growth objectives. We believe that Suncrete's high-performance and scalable ready-mix concrete platform is well-positioned to continue its relative market share expansion, driving organic growth while expanding to new markets through accretive acquisitions. Suncrete's local market leadership, scale and operational blueprint positions the business as a trusted partner in some of the nation's most attractive and resilient construction markets."

The exchange of the public warrants is being made in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended (the "Securities Act"). No commission or other remuneration will be paid or given, directly or indirectly, to any person for soliciting the surrender of the public warrants in connection with the exchange.

About Suncrete
Suncrete is a pure-play ready-mix concrete company strategically positioned across Oklahoma and Arkansas with plans to expand throughout the rapidly growing and economically resilient U.S. Sunbelt region. Suncrete is a scalable and vertically integrated logistics and distribution platform operating as a mission-critical partner in the construction value chain. The Company operates batching plants, a dedicated fleet of owned mixer trucks and a tech-enabled dispatch infrastructure supporting a diversified customer base across public infrastructure, commercial and residential sectors. Headquartered in Tulsa, Oklahoma, Suncrete operates under a decentralized plant network strategy with regionally centralized oversight of pricing, customer relationships and fleet utilization with consistent customer engagement across markets to deliver products on time and on spec. Suncrete's local market leadership, scale and integrated logistics position it as a trusted partner in some of the nation's most attractive, fastest growing, and most resilient construction markets. The Company is well-aligned to benefit from ongoing population growth, urbanization trends and infrastructure investment across the Sunbelt.

About SunTx Capital Partners
SunTx Capital Partners, LP ("SunTx"), is a Dallas, TX-based private equity firm that invests in leading middle market infrastructure, manufacturing and service companies. The firm has been listed as a TOP 50 PE Firm in the Middle Market every year since 2021. SunTx specializes in supporting talented management teams in industries where SunTx can apply its operational experience and financial expertise to build leading middle-market companies with operations typically in the Sunbelt region of the United States. The capital committed by SunTx comes from the principals of SunTx as well as from institutional investors, including university endowments, corporate and public pension funds.

About Haymaker Acquisition Corp. 4
Haymaker Acquisition Corp. 4 is a blank check company formed for the purpose of effecting a business combination, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. Haymaker is led by Vice President Andrew Heyer and Chief Executive Officer and Chief Financial Officer Christopher Bradley.

Additional Information and Where To Find It
In connection with the Business Combination, PubCo and Suncrete have filed with the United States Securities and Exchange Commission (the "SEC") a registration statement on Form S-4, which includes a proxy statement with respect to Haymaker's shareholder meeting to vote on the Business Combination and a prospectus with respect to PubCo's securities to be issued in connection with the Business Combination (the "proxy statement/prospectus"), as well as other relevant documents concerning the Business Combination. The definitive proxy statement/prospectus included in the registration statement was mailed to the shareholders and warrantholders of Haymaker on February 13, 2026. INVESTORS AND SHAREHOLDERS OF HAYMAKER ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE PROXY STATEMENT/PROSPECTUS REGARDING THE BUSINESS COMBINATION, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and shareholders may obtain a free copy of the proxy statement/prospectus, as well as other filings containing information about PubCo, Haymaker and Suncrete, without charge, once available, at the SEC's website, http://www.sec.gov.

No Offer or Solicitation
This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the Business Combination. This press release shall also not constitute an offer to subscribe for, buy or sell, the solicitation of an offer to subscribe for, buy or sell or an invitation to subscribe for, buy or sell any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the Business Combination or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, and otherwise in accordance with applicable law.

Participants in Solicitation
Each of Haymaker, PubCo, and their respective directors, executive officers and certain other members of management and employees, may be deemed under SEC rules to be participants in the solicitation of proxies from Haymaker's shareholders in connection with the Business Combination. Information regarding the persons who may be considered participants in the solicitation of proxies in connection with the proposed Business Combination, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in the proxy statement/prospectus and other relevant materials when they are filed with the SEC. These documents can be obtained free of charge from the sources indicated above.

Cautionary Statement Regarding Forward-Looking Statements
Certain statements herein and the documents incorporated herein by reference may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, which statements involve inherent risks and uncertainties.

Examples of forward-looking statements include, but are not limited to, statements with respect to the expectations, hopes, beliefs, intentions, plans, prospects, financial results of strategies regarding Haymaker, Suncrete, PubCo, the Business Combination and statements regarding the anticipated benefits and timing of the completion of the proposed Business Combination and PIPE investment, the warrant exchange, plans and use of proceeds, objectives of management for future operations of Suncrete, expected operating costs of Suncrete and its subsidiaries, the upside potential and opportunity for investors, Suncrete's plan for value creation and strategic advantages, market site and growth opportunities, Suncrete's acquisition strategy, regulatory conditions, competitive position and the interest of other corporations in similar business strategies, technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination, the satisfaction of closing conditions to the Business Combination and the PIPE investment and the level of redemptions of Haymaker's public shareholders, and PubCo's, Suncrete's and Haymaker's expectations, intentions, strategies, assumptions or beliefs about future events, results at operations or performance or that do not solely relate to historical or current facts. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "potential," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, but are not limited to:

• the risk that the Business Combination and the PIPE investment may not be completed in a timely manner or at all;
• the failure by the parties to satisfy the conditions to the consummation of the PIPE investment, the warrant exchange and the Business Combination, including the approval of Haymaker's shareholders and warrantholders;
• the fact that Haymaker will retain sole discretion to effect the warrant amendment, including as a result of the level of redeeming stockholders;
• the failure to realize the anticipated benefits of the Business Combination;
• the outcome of any potential legal proceedings that may be instituted against PubCo, Suncrete, Haymaker or others following announcement of the Business Combination;
• the level of redemptions of Haymaker's public shareholders, which may reduce the public float of, reduce the liquidity of the trading market of, and/or result in a failure to maintain the quotation, listing, or trading of the Class A ordinary shares of Haymaker;
• the failure of PubCo to obtain or maintain the listing of its securities on any stock exchange on which the Class A common stock of PubCo will be listed after closing of the Business Combination;
• costs related to the Business Combination and as a result of PubCo becoming a public company;
• changes in business, market, financial, political and regulatory conditions;
• risks relating to Suncrete's anticipated operations and business, including its ability to complete future acquisitions and the success of any such acquisitions;
• the risk that issuances of equity or debt securities following the closing of the Business Combination, including issuances of equity securities in connection with Suncrete's acquisition strategy, may adversely affect the value of Suncrete's common stock and dilute its stockholders;
• the risk that after consummation of the Business Combination, PubCo could experience difficulties managing its growth and expanding operations;
• challenges in implementing Suncrete's business plan, due to operational challenges, significant competition and regulation; and
• those risk factors discussed in documents of PubCo, Haymaker or Suncrete filed, or to be filed, with the SEC.

The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section Haymaker's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and the registration statement on Form S-4 and proxy statement/prospectus filed by PubCo and Suncrete, and other documents filed or to be filed by PubCo, Haymaker and Suncrete from time to time with the SEC. These filings do or will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional risks that none of PubCo, Suncrete or Haymaker presently know or currently believe are immaterial that could also cause actual results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and none of the parties or any of their representatives assumes any obligation, or intends, to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. None of the parties or any of their representatives gives any assurance that PubCo, Suncrete or Haymaker will achieve its expectations.

Suncrete Investor Contact:
Rick Black / Ken Dennard
Dennard Lascar Investor Relations
Suncrete@DennardLascar.com
(713) 529-6600

Haymaker Investor Contact:
Christopher Bradley
Cbradley@mistralequity.com
(212)616-9600

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SOURCE Suncrete

FAQ

What are the exact terms of the Hyac public warrant exchange announced March 4, 2026?

Each public warrant will be exchanged for $2.25 cash plus 0.075 Class A shares. According to Suncrete, warrantholders representing a majority agreed to vote to approve amendments to effect the exchange.

When is the Suncrete and Haymaker (HYAC) business combination expected to close?

The business combination is expected to close in Q1 2026. According to Suncrete, closing will convert the combined company into Suncrete, Inc. and list it on Nasdaq under RMIX.

What does the upsized $105.5 million private placement mean for HYAC shareholders?

The upsized placement increases available capital to fund operations and growth. According to Suncrete, commitments rose from $82.5M to $105.5M, providing a larger cash runway but potential equity dilution for public holders.

How will the company be named and traded after the merger of Suncrete and Haymaker?

After closing, the combined company will be named Suncrete, Inc. and is expected to trade on Nasdaq as RMIX. According to Suncrete, the name change and ticker follow the Business Combination closing.

Did warrantholders agree to support the exchange needed for Suncrete’s public listing?

Warrantholders representing a majority of outstanding public warrants agreed to support the exchange. According to Suncrete, investor support agreements cover voting in favor of warrant-term amendments to effect the exchange.