Announcement • Sep 15
Washington H. Soul Pattinson and Company Limited (ASX:SOL) acquired remaining 57% stake in Brickworks Limited (ASX:BKW). Washington H. Soul Pattinson and Company Limited (ASX:SOL) agreed to acquire remaining 57% stake in Brickworks Limited (ASX:BKW) for AUD 2.6 billion on June 2, 2025. As per the transaction, Brickworks shareholders will receive a FY25 fully franked final dividend equivalent to 0.82 multiplied by the SOL FY25 final dividend (expected to be determined after the close of the full financial year)16 to be paid in the ordinary course or just prior to the scheme implementation. Soul Patts, Brickworks and new shareholders will own approximately 72%, 19% and 9% of the combined group respectively. The proposed merger will result in a new listed company Topco.
The transaction is subject to approval by regulatory board / committee, approval of merger agreement by target board, approval of offer by acquirer shareholders, approval of offer by acquirer board, approval of offer by target shareholders and subject to court approval. The Board of Directors of Brickworks Limited formed a special committee for the transaction. The deal has been unanimously approved by the board. The expected completion of the transaction is second half of 2025. As of September 10, 2025 Washington H. Soul Pattinson and Company Limited and Brickworks Limited shareholder approved the deal. As of September 12, 2025 the transaction has been approved by the court Supreme Court of New South Wales.
Pitt Capital Partners Limited acted as financial advisor and Bruce Macdonald, Greg Golding, Andrew Kim, Con Tzerefos, and Patricia Paton of Ashurst Australia acted as legal advisor to Washington H. Soul Pattinson and Company Limited. Citigroup Global Markets Australia Pty Limited acted as financial advisor and David Friedlander, Judith Taylor, Robert Kelly and Daniel Natale of King & Wood Mallesons, Australia Branch acted as legal advisor to Brickworks Limited. Rory Moriarty, Rod Halstead, Kimberley Bruce, Samuel Pullin and Joshua Hewitt of Clayton Utz act as legal advisor in the transaction.
Washington H. Soul Pattinson and Company Limited (ASX:SOL) completed the acquisition of remaining 57% stake in Brickworks Limited (ASX:BKW) on September 15, 2025. The last trading day for their shares on the ASX is today, September 15, 2025. Topco Shares will start trading on a deferred settlement basis from September 16, 2025 and on a normal settlement basis from September 24, 2025. Court orders have been lodged with ASIC. Shareholders registered by 7:00 pm Sydney time on September 17, 2025 will receive their Topco Shares on September 22, 2025, with SOL Shareholders getting one Topco Share per Soul Patts share, and BKW Shareholders receiving 0.82 Topco Shares per Brickworks share. The implementation of the Share Schemes is expected on September23, 2025. The timetable is indicative and subject to change, with updates to be announced on the ASX. Upcoming Dividend • Aug 14
Upcoming dividend of AU$0.48 per share Eligible shareholders must have bought the stock before 21 August 2025. Payment date: 05 September 2025. The company is not currently making a profit and there are not enough cash flows to support it either. Trailing yield: 1.9%. Lower than top quartile of Australian dividend payers (5.7%). Lower than average of industry peers (2.2%).