Cardinal Infrastructure Group Agrees To Acquire Hughes Brothers Construction For $357.5M

Cardinal Infrastructure Group, Inc., (NASDAQ:CDNL) ("Cardinal" or the "Company") announced today that it has entered into a definitive agreement to acquire Hughes Brothers Construction, Inc., ("Hughes Brothers"), a leading Central Florida heavy civil and site development contractor for $357.5 million at a purchase price multiple consistent with Cardinal's typical range for new market platform acquisitions. The transaction is expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions.

Immediately accretive financial profile and a substantial backlog enhance revenue visibility

• Immediately accretive to Cardinal's guided 2026 adjusted EBITDA margin range with trailing 12-month (TTM) revenue of more than $220 million as of June 30, 2026.
   
• ~$350 million in backlog provides significant visibility into future activity

Disciplined transaction structure consistent with Cardinal's proven M&A framework

• The consideration of $357.5 million will be funded through a combination of cash and Cardinal Class A common stock, with shares issued to the selling stockholders subject to a 180-day lock-up; the cash portion  is expected to be funded with new debt financing, together with cash on hand.
   
• Selling stockholders may earn additional consideration of up to $97.5 million, payable in cash and in Cardinal Class A common stock, based on Hughes Brothers' adjusted EBITDA performance for the 12 months ending December 31, 2026, bringing total potential transaction value to approximately $455 million.
   
• Proforma net leverage of 1.4x, below Cardinal's stated maximum target of 2.5x