Reliance Worldwide Corporation has signed a binding agreement to be taken over by Brookfield for US$3.38 a share in cash, fixing the price in US dollars rather than the A$4.75 disclosed to the market in August. The scheme, lodged with the ASX on Wednesday morning, puts the enterprise value of the SharkBite plumbing fittings maker at about US$2.9 billion.
At the exchange rate on 15 September of 71.22 US cents, US$3.38 converts to A$4.75. That is where the match ends. RWC's announcement says the amount Australian shareholders receive "will be impacted by the prevailing exchange rate immediately prior to implementation", and completion is not expected until the first quarter of 2027. On AUNS calculations, an Australian dollar at 75 US cents would cut the offer to about A$4.51 a share, while a fall to 68 US cents would lift it to about A$4.97.
RWC says the US dollar price matches its "reporting currency, cash flows and declared dividends". Shareholders will be able to elect to be paid in either currency.
RWC shares last traded at A$4.48 on Wednesday, up 3.5 per cent, on volume of about 24 million shares against an average near 3.9 million, according to ASX market data.
“The Board is unanimous in its view that this Transaction is in the best interests of RWC shareholders," chair Russell Chenu said. He said directors had weighed execution risk and "the broader macroeconomic and geopolitical environment, against the certainty of value delivered by the Cash Consideration".”
Brookfield took four attempts to get there. RWC disclosed unsolicited proposals in April and May at A$4.15, A$4.25 and A$4.50 before Brookfield offered A$4.75 in early August, a 31.6 per cent premium to the undisturbed close of A$3.61 on 17 August.
The board can now shop the company. A go-shop period runs until 11.59pm Melbourne time on 16 October, corrected on Wednesday from an earlier stated date of 15 October, and Brookfield has five business days to match any rival offer. Either side pays a US$25.3 million break fee in set circumstances.
The purchase is funded with an equity commitment of up to US$1.5 billion from Brookfield Capital Partners VII and debt commitments of up to US$1.65 billion, made up of a US$1.35 billion term loan and a revolving facility of up to US$300 million. The debt will pay part of the price and refinance RWC's existing borrowings, which stood at net debt of US$243.4 million on 30 June.
The bid lands on a company that has just shrunk its Australian manufacturing. In June, RWC said it would close its brass casting, forging and machining operations in Moorabbin and Braeside in Melbourne, affecting about 85 employees, and move that production to an automated plant in Alabama and third-party suppliers in Asia. One-off charges of US$103.3 million, principally from that restructure, left reported profit for 2025-26 at US$6.3 million against adjusted profit of US$125.1 million.
Shareholders also went without a final dividend. RWC said Brookfield's proposal would have reduced the offer price by any dividend paid, and its buy-back is suspended.
"Reliance is the type of business we look for," said Anuj Ranjan, chief executive of Brookfield's private equity group, citing "clear opportunities to create value through investment in operations and continued product expansion".
The scheme needs approval from the Foreign Investment Review Board, the ACCC, and US, German and Ukrainian regulators, as well as shareholders and the court. Grant Thornton Corporate Finance will report as independent expert, with the scheme booklet due in November. If the deal has not completed by 31 March 2027, a ticking fee of 0.0263 US cents a share a day applies from 1 April. Until the go-shop closes on 16 October, a rival bid is the only thing that can change the US dollar figure. The Australian dollar value will move every trading day regardless.




