Filed pursuant to Rule 424(b)(5)
Registration No. 333-279349
333-279349-02
The information in this preliminary prospectus supplement and the
accompanying prospectus is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and became effective upon such filing. This prospectus supplement and the
accompanying prospectus are not an offer to sell these securities and are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted.
Subject to Completion, Dated May 13, 2024
Preliminary Prospectus Supplement
(To
Prospectus Dated May 10, 2024)
US$
CRH SMW FINANCE DESIGNATED ACTIVITY COMPANY
US$ % Guaranteed Notes due 20
Fully and Unconditionally Guaranteed by
CRH PUBLIC LIMITED COMPANY
CRH SMW Finance
Designated Activity Company, a designated activity company with limited liability incorporated under the laws of Ireland (the Issuer), is offering US$ aggregate principal amount of % Guaranteed Notes due 20
(the Notes). The Notes will mature on , 20 . The Issuer will pay interest on the Notes semi-annually in arrears on and , beginning on, 2024. CRH plc (the
Guarantor) will give a full, irrevocable and unconditional guarantee of the principal, interest, premium, if any, and any other amounts payable in respect of the Notes (the Guarantees).
The Notes will be the Issuers direct, unsecured and unsubordinated obligations and will rank equally with all of its existing and future
unsubordinated debt. See Description of the Notes and the Guarantees General. The guarantees of the Notes will be direct, unsecured and unsubordinated obligations of the Guarantor and will rank equally with all of its
existing and future unsecured and unsubordinated debt. The Guarantees will be effectively subordinated to any secured indebtedness to the extent of the value of the assets securing that indebtedness and to the obligations of the Guarantors
subsidiaries. See Description of the Notes and the Guarantees Guarantees.
We have the option to redeem all or a
portion of the Notes at any time at the applicable redemption price described under Description of the Notes and the Guarantees Optional Redemption in this prospectus supplement. We may also redeem the Notes, in whole but not in
part, at any time, if certain tax events occur. See Description of the Notes and the Guarantees Early Redemption for Tax Reasons. If the Guarantor undergoes specific kinds of changes in control, we may be required to offer to
repurchase the Notes. See Description of the Notes and the Guarantees Change of Control Repurchase Event.
Concurrently
with this offering, CRH America Finance, Inc. (America Finance), which is an indirect, wholly owned finance subsidiary of the Guarantor, is offering US$ aggregate principal amount of % Guaranteed Notes due 20
(the Concurrent Offering). The Guarantor will give a full, irrevocable and unconditional guarantee of the principal, interest, premium, if any, and any other amounts payable in respect of the notes being offered in the Concurrent
Offering. The closing of this offering and the Concurrent Offering are not conditioned on each other. The Concurrent Offering is being made by means of a separate prospectus supplement and not by means of this prospectus supplement. This prospectus
supplement is not an offer to sell or a solicitation of an offer to buy any securities being offered in the Concurrent Offering.
There is
currently no public market for the Notes. We intend to apply to list the Notes on The New York Stock Exchange (NYSE). The listing application will be subject to approval by the NYSE. We expect trading in the Notes on the NYSE to begin
within 30 days after the original issue date of the Notes.
Investing in the Notes involves risks. You should carefully review the risks
described under the heading Risk Factors beginning on page S-8 of this prospectus supplement and in the documents incorporated by reference herein before you
make an investment in the Notes.
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Per Note |
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Total for the Notes |
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Public offering price (1) |
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% |
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US$ |
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Underwriting discounts |
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% |
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US$ |
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Proceeds to us (before expenses) |
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% |
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US$ |
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(1) |
Plus accrued interest, if any, from , 2024, if settlement occurs after that date.
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Neither the Securities and Exchange Commission (the SEC) nor any state securities commission nor any other
regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The enforcement by investors of civil liabilities under United States federal securities laws may be affected adversely by the fact that the
Issuer and Guarantor are incorporated and organized under the laws of Ireland, that some of their respective officers and directors are residents of Ireland and that all or a substantial portion of their respective assets and said persons are
located outside the United States.
The Notes will be issued in registered form in denominations of $200,000 and integral multiples
of $1,000 in excess thereof. The underwriters expect to deliver the notes to investors in book-entry only form through the facilities of The Depository Trust Company (DTC) for the accounts of its direct and indirect participants
(including Clearstream Banking, S.A., and Euroclear Bank SA/NV, as operator of the Euroclear system) on or about , 2024.
Joint Book-Running Managers
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HSBC |
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J.P. Morgan |
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Santander |
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TD Securities |
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Wells Fargo Securities |
The date of this prospectus supplement is , 2024