The Atlas UPSA acquisition positions the company to become a leader in sustainable construction through green concrete innovation.
Sustainability And Green Concrete
UPSA, a privately-owned company incorporated in England and Wales, is the licensed owner of one of the world’s largest reserves of pozzolanic silica alumina ("PSA"), a core constituent of ‘green concrete’. With concrete production responsible for around 8% of global CO₂ emissions, UPSA stands at the forefront of sustainability in construction.
Acquisition Details
Under the SPA, the £1 billion consideration will be settled through a share-for-share exchange. Vendor shareholders of UPSA will hold 97% of the fully diluted share capital of the enlarged company, while Atlas shareholders will hold 3%. The transaction would constitute a reverse takeover under UK Listing Rules, resulting in a change of Atlas Board and voting control.
Conditions And Regulatory Approvals
The Proposed Acquisition remains subject to due diligence, shareholder approvals, publication of a prospectus, and FCA eligibility and approval for admission to the London Stock Exchange. There is no certainty the acquisition will complete, but the parties will proceed as quickly as possible.
CEO Statement On The Acquisition
Chris Chadwick, CEO of Atlas, said: “We are delighted to have signed the conditional share purchase agreement to acquire UPSA. This transaction is anticipated to transform Atlas in the near term into a £1 billion plus market cap company, delivering substantial value for Atlas shareholders and a unique proposition on the London Stock Exchange. UPSA provides an opportunity to access a world-class PSA reserve at an attractive valuation, already attracting interest from major cement and concrete players.”
Competent Person’s Report
UPSA has the commercialisation rights to a substantial PSA reserve in Australia at the Warialda Quarry, with 99 years of extraction rights for 250 million tonnes. SLR Consulting Australia Pty Ltd has undertaken a Competent Person’s Report (CPR) on the site, estimating an inferred resource of 160.68 million tonnes, including 127.41 million tonnes of pozzolanic sandstone. A financial model values the quarry at A$3.304 billion (£1.62 billion).
Future Outlook
The Atlas UPSA acquisition represents a significant move towards sustainability in construction, aligning with global net-zero targets and providing Atlas with a long-term growth engine through green concrete markets.
