CRH (CRH) registers forms for three guaranteed notes and underwriting
Rhea-AI Filing Summary
CRH plc filed an 8-K disclosing documentation for a new note offering and related legal opinions. The filing cites an Underwriting Agreement dated
Legal opinions from Arthur Cox LLP and Sullivan & Cromwell LLP and their consents are included, and the filing embeds the Cover Page Interactive Data File. The submission is signed by Nancy Buese, Chief Financial Officer.
Positive
- Underwriting Agreement in place dated
October 6, 2025 , enabling marketed issuance - Officer's Certificate specifies terms for three note series, including coupons and maturities
- Legal opinions and consents from Arthur Cox LLP and Sullivan & Cromwell LLP are included
- Forms of the guaranteed notes and Cover Page Interactive Data File are provided, indicating filing completeness
Negative
- None.
Insights
Documentation for three secured note series and underwriting is in place.
The filing shows the transaction structure by citing an Underwriting Agreement and an existing Indenture, and it includes the Officer's Certificate that specifies the three interest rates and maturities for the guaranteed notes. Having the forms of notes and legal opinions is standard for readiness to issue.
Key dependencies include final pricing, investor demand, and settlement mechanics under the underwriting agreement; monitor execution timing around the representative underwriters noted and any subsequent pricing disclosure within typical near-term capital markets windows.
Three fixed-rate senior guaranteed tranches defined by coupon and maturity.
The specified coupons—
Watch for the final offering size, pricing, and any credit or covenant terms disclosed at launch; those details determine investor appetite and the transaction's funding cost impact over the medium term.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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| Item 8.01 | Other Events. |
Offering of U.S. Dollar Guaranteed Notes
On October 9, 2025, CRH America Finance, Inc. (“America Finance”), a wholly owned subsidiary of CRH public limited company (“CRH plc”), completed the issuance and sale of the securities described below pursuant to an underwriting agreement, dated as of October 6, 2025, between CRH plc, America Finance and BofA Securities, Inc., HSBC Securities (USA) Inc., ING Financial Markets LLC, Santander US Capital Markets LLC, TD Securities (USA) LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein (the “Underwriting Agreement”). Pursuant to the Underwriting Agreement, America Finance agreed to issue and sell to the underwriters named therein (i) $1,000,000,000 aggregate principal amount of 4.400% Guaranteed Notes due 2031 (the “2031 notes”), (ii) $1,000,000,000 aggregate principal amount of 5.000% Guaranteed Notes due 2036 (the “2036 notes”) and (iii) $500,000,000 aggregate principal amount of 5.600% Guaranteed Notes due 2056 (the “2056 notes” and together with the 2031 notes and the 2036 notes, the “Notes”), fully and unconditionally guaranteed by CRH plc as to the principal, interest, premium, if any, and any other amounts payable in respect of them. The Notes were issued in an offering registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and issued pursuant to an Indenture, dated as of May 21, 2024, between CRH plc, America Finance and The Bank of New York Mellon, as trustee (the “Indenture”), and an officer’s certificate, dated as of October 9, 2025, by America Finance and CRH plc with respect to the Notes (the “Officer’s Certificate”).
The net proceeds of the offering of Notes are expected to be used for general corporate purposes. The disclosure in this Item 8.01 is qualified in its entirety by the provisions of the Indenture, filed as Exhibit 4.1 hereto, the Underwriting Agreement, filed as Exhibit 1.1 hereto, the Officer’s Certificate, filed as Exhibit 4.2 hereto, and the forms of global notes evidencing the Notes included therein, each of which are incorporated herein by reference. In connection with the issuance and sale of the Notes, legal opinions regarding the validity of the Notes are filed as Exhibits 5.1 and 5.2 to this Form 8-K for the purpose of incorporating such opinions into the Registration Statement of CRH plc on Form S-3 (No. 333-279349).
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 1.1 | Underwriting Agreement, dated as of October 6, 2025, between CRH plc, CRH America Finance, Inc. and BofA Securities, Inc., HSBC Securities (USA) Inc., ING Financial Markets LLC, Santander US Capital Markets LLC, TD Securities (USA) LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. | |
| 4.1 | Indenture, dated as of May 21, 2024, between CRH plc, CRH America Finance, Inc. and The Bank of New York Mellon (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 21, 2024). | |
| 4.2 | Officer’s Certificate of CRH America Finance, Inc. and CRH plc pursuant to Sections 102 and 301 of the Indenture, dated October 9, 2025, setting forth the terms of (i) the 4.400% Guaranteed Notes due 2031, (ii) the 5.000% Guaranteed Notes due 2036 and (iii) the 5.600% Guaranteed Notes due 2056. | |
| 4.3 | Form of 4.400% Guaranteed Notes due 2031 (included in Exhibit 4.2). | |
| 4.4 | Form of 5.000% Guaranteed Notes due 2036 (included in Exhibit 4.2). | |
| 4.5 | Form of 5.600% Guaranteed Notes due 2056 (included in Exhibit 4.2). | |
| 5.1 | Opinion of Arthur Cox LLP, relating to the (i) 4.400% Guaranteed Notes due 2031, (ii) 5.000% Guaranteed Notes due 2036 and (iii) 5.600% Guaranteed Notes due 2056. | |
| 5.2 | Opinion of Sullivan & Cromwell LLP, relating to the (i) 4.400% Guaranteed Notes due 2031, (ii) 5.000% Guaranteed Notes due 2036 and (iii) 5.600% Guaranteed Notes due 2056. | |
| 23.1 | Consent of Arthur Cox LLP (included in Exhibit 5.1). | |
| 23.2 | Consent of Sullivan & Cromwell LLP (included in Exhibit 5.2). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 9, 2025
| CRH public limited company | ||
| /s/ Nancy Buese | ||
| By: | Nancy Buese | |
| Chief Financial Officer | ||
FAQ
What did CRH (CRH) disclose in this 8-K?
What are the interest rates and maturities of the notes mentioned by CRH?
Which underwriters are named in the underwriting agreement?
Are legal opinions included in the filing?
Who signed the filing for CRH?
