Cardinal Infrastructure Group entered into a definitive agreement to acquire Hughes Brothers Construction, a Central Florida heavy civil and site development contractor.
The transaction has an initial purchase price of $357.5 million and could reach approximately $455 million if Hughes Brothers achieves specified adjusted EBITDA performance for the 12 months ending December 31, 2026.
The additional consideration could total up to $97.5 million and would be payable in a combination of cash and Cardinal Class A common stock.
Cardinal expects the acquisition to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions.
The deal gives Cardinal a scaled platform in the Central Florida market and expands its presence across residential, commercial, industrial, and municipal end markets.
Hughes Brothers has more than 500 employees and focuses on underground utilities, site preparation, earthwork, sewer, gas main installation, roadway construction, and related infrastructure work.
The company also owns a dedicated equipment fleet and self-performs a significant portion of its work.
Hughes Brothers has experience executing large-scale site development projects, with average project sizes exceeding 80 acres.
For the trailing 12 months ended June 30, 2026, Hughes Brothers generated more than $220 million in revenue.
The company also has approximately $350 million in backlog, providing Cardinal with additional visibility into future activity.
Cardinal said Hughes Brothers is expected to be immediately accretive to its guided 2026 adjusted EBITDA margin range.
The acquisition will be funded with a combination of cash and Cardinal Class A common stock.
The cash portion is expected to be financed with new debt and cash on hand.
Shares issued to the selling stockholders will be subject to a 180-day lock-up.
Following the transaction, Cardinal expects pro forma net leverage of 1.4x, below its stated maximum target of 2.5x.
Hughes Brothers President and Co-Founder Chad Hughes and Vice President and Co-Founder Justin Hughes will remain with the business and continue leading its operations.
Cardinal also plans to use Hughes Brothers as a platform for further expansion and targeted acquisitions across Florida.
KEY QUOTE:
“We are excited to welcome Hughes Brothers to Cardinal as we take another important step in our strategy to build the Southeast’s premier site development platform by moving into the fast-growing Central Florida market. Hughes Brothers is an exceptional founder-led business that culturally aligns with what we’re building. They bring an experienced team, both in terms of field personnel and corporate leadership, longstanding customer relationships, highly complementary capabilities that further strengthen our turnkey offering and an immediately accretive financial profile. We see significant opportunities to build upon this strong foundation by deploying our proven growth playbook, expanding service offerings and deepening our presence across the Central Florida market. We are looking forward to partnering with Chad, Justin and the entire Hughes Brothers team to create long-term value for all our customers, employees and shareholders.”
Jeremy Spivey, CEO of Cardinal Infrastructure Group
