Breedon Regulatory News (BREE)

11 April 2012

Breedon Aggregates Limited

("Breedon Aggregates" or the "Company")

Proposed Placing of £15 million to Fund Future Acquisitions

Breedon Aggregates, the UK's largest independent aggregates business, has today announced a conditional placing of 83,333,335 ordinary shares of no par value (the "Placing Shares") with new and existing institutional investors and Directors, to raise approximately £15 million (before expenses) (the "Placing"). The Placing will provide Breedon Aggregates with additional cash resources to make further acquisitions and if appropriate reduce the indebtedness of the Company and its subsidiaries.

The Placing is conditional, inter alia, upon the passing by the Company's shareholders of certain of the resolutions proposed at the Company's Annual General Meeting to be held on Friday 20 April 2012 ("AGM"), to give the Directors power to allot ordinary shares (including the Placing Shares) on a non-pre-emptive basis. Marwyn Value Investors LP has signed an irrevocable undertaking to vote in favour of the resolutions at the AGM in respect of their holding of 146,223,698 ordinary shares representing 26.1 per cent. of the existing issued share capital.

Background to and reasons for the Placing

Breedon Aggregates' stated strategy is to grow via consolidation of the heavyside building materials sector. Since the reverse takeover of Breedon Holdings Limited in 2010, the Company has made two bolt-on acquisitions (C&G Concrete and Nottingham Readymix), for a total consideration of £11.7 million. The Company continues to seek opportunities to acquire similar businesses and the funds raised from the Placing may be used to provide additional cash resources for this purpose. The Company is currently in discussion with a number of potential vendors.

Details of the Placing

The Company, through its broker, Cenkos Securities plc ("Cenkos"), has conditionally raised approximately £15 million (before expenses) through the proposed issue of Placing Shares at 18 pence per share, which represents a discount of approximately 11.7 per cent. to the closing middle market price of 20.38 pence per ordinary share on 10 April 2012 (the last business day prior to the publication of this announcement). 

The issued share capital of the Company, as enlarged by the Placing, will be 644,338,789 ordinary shares. The Company does not currently hold any shares in treasury. This figure of 644,338,789 ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Disclosure and Transparency Rules.

The Placing Shares once issued will represent approximately 12.9 per cent. of the Company's issued ordinary share capital immediately following admission (assuming no other ordinary shares are issued prior to such date).

Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. It is expected that admission will become effective and that dealings in the Placing Shares will commence on AIM at 8.00 a.m. on Monday 23 April 2012.

The following Directors have committed to subscribe for new ordinary shares as part of the Placing:

- ends -

For further information:

Breedon Aggregates Limited

Simon Vivian, Group Chief Executive

Ian Peters, Group Finance Director

01332 694010

Stephen Jacobs, Head of Communications

07831 764592

Cenkos Securities plc

Nicholas Wells / Max Hartley

020 7397 8900

More about Breedon Aggregates

Breedon Aggregates is the largest independent aggregates business in the UK, operating 26 quarries, 18 asphalt plants and 40 ready-mixed concrete plants in England and Scotland, and employing around 800 people. The group has strong asset backing, with nearly 200 million tonnes of mineral reserves and resources.

www.breedonaggregates.com

Important notes

Cenkos Securities Plc, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for the Company in relation to the Placing and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Cenkos Securities Plc nor for providing advice in relation to the Placing or any other transaction or arrangement referred to in this document. Nothing in this paragraph shall serve to include or limit any responsibilities or liabilities Cenkos Securities Plc may have under the Financial Services and Markets Act 2000, as amended, or the regulatory regime established thereunder.

Neither this announcement, nor any part of it, constitutes an offer to sell or issue or the solicitation of an offer to buy, subscribe or acquire any new ordinary shares in the Company in any jurisdiction in which any such offer or solicitation would be unlawful and the information contained herein is not for publication or distribution, directly or indirectly, in or into the United States of America, Canada, Australia, the Republic of South Africa, the Republic of Ireland or Japan or any jurisdiction in which such publication or distribution would be unlawful.

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "plans", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this announcement and include, but are not limited to, statements regarding the Company's intentions, beliefs or current expectations concerning, among other things, the Company's financial position, prospects, growth, strategies and expectations.