Arcosa's second quarter was a farewell on two levels. At the operating level, the quarter closed with the company one step closer to finishing its own teardown: on April 1 it sold its barge business for $450 million, booking a $359.7 million pre-tax gain that made the headline net-income number look enormous. Strip that one-time gain out and the continuing business earned a modest $50.9 million in the quarter. At the corporate level, the quarter's real event was even bigger: on June 21, Arcosa agreed to be acquired by CRH, the global building-materials group, for $150.00 per share in cash. The company's common stock traded August 11 at $144.91, roughly 3% below that fixed price.
The headline net income dazzles and means less than it seems. Arcosa reported $328.5 million of net income and $6.67 of diluted EPS for the quarter - but $277.6 million of that, or $5.64 a share, was the after-tax gain from disposing of the barge business, which is now classified as discontinued operations. Against that, continuing operations produced diluted EPS of $1.03, essentially flat with the prior-year quarter. The company spent the first half of the year getting smaller by design, and the numbers show that.
That design now has an ending. CRH's $150-per-share, all-cash offer is not subject to a financing condition, and it values the company at roughly $7.4 billion of equity. The deal needs a shareholder vote, antitrust clearance in the United States and certain foreign jurisdictions, and is expected to close in the first quarter of 2027. The thesis is no longer about Arcosa's operating momentum; it is about a fixed cash price arriving, and about whether the conditions to that arrival hold. Investors are no longer buying a two-segment infrastructure company at a market multiple. They are buying a merger spread.