UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
| (Mark One) | WASHINGTON, D.C. 20549 |
FORM 20-F/A
☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 2017
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
OR
☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of event requiring this shell company report
Commission file number: 001-32846
CRH public limited company
(Exact name of Registrant as specified in its charter)
Republic of Ireland
(Jurisdiction of incorporation or organisation)
Belgard Castle, Clondalkin, Dublin 22, Ireland
(Address of principal executive offices)
Senan Murphy
Tel: +353 1 404 1000
Fax: +353 1 404 1007
Belgard Castle, Clondalkin, Dublin 22, Ireland
(Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person)
Securities registered or to be registered pursuant to Section 12(b) of the Act.
| Title of Each Class | Name of Each Exchange On Which Registered | |
| CRH plc | ||
Ordinary Shares/Income Shares of€0.34 each |
The New York Stock Exchange* | |
| American Depositary Shares, each representing the right to receive one | The New York Stock Exchange | |
| Ordinary Share | ||
CRH America, Inc. | ||
| 5.750% Notes due 2021 guaranteed by CRH plc | The New York Stock Exchange | |
| * | Not for trading but only in connection with the registration of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission. |
Securities registered or to be registered pursuant to Section 12(g) of the Act. None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.
Ordinary Shares/Income Shares of €0.34 each ** | 838,958,469 | |||
5% Cumulative Preference Shares of €1.27 each | 50,000 | |||
7% ‘A’ Cumulative Preference Shares of €1.27 each | 872,000 |
–
| ** | Each Income Share is tied to an Ordinary Share and may only be transferred or otherwise dealt with in conjunction with such Ordinary Share. |
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No☐
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes☐ No X
Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes X No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer X Accelerated filer ☐ Non-accelerated filer ☐ Emerging Growth Company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. Yes☐ No☐
| † | The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012. |
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
| U.S. GAAP ☐ | International Financial Reporting Standards as issued by the | Other ☐ | ||
| International Accounting Standards Board X |
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17☐ Item 18☐
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No X
EXPLANATORY NOTE
This Amendment No. 1 to Form20-F (the “Form20-F/A”) amends our annual report on Form20-F for the fiscal year ended December 31, 2017, which was originally filed with the U.S. Securities and Exchange Commission (the “Commission”) on March 9, 2018 (the “Form20-F”). The sole purpose of this Form20-F/A is an exhibit-only filing to amend the Form20-F to replace the original Exhibit 2.2 with the attached Exhibit 2.2. No other changes have been made to the Form20-F.
The Form20-F, as amended by this Form20-F/A, speaks as of the original filing date of the Form20-F, does not, and does not purport to, revise, update, amend or restate the information presented in any Item of the Form20-F or reflect any events that have occurred after the filing of the Form20-F.
EXHIBIT
| Exhibit 2.2 | Multicurrency Revolving Facility Agreement originally dated 11 June 2014 (as amended and restated by an Amendment and Restatement Agreement dated 7 April 2017).† |
| † | Certain terms omitted pursuant to a request for confidential treatment. |
SIGNATURES
The registrant hereby certifies that it meets all the requirements for filing on Form20-F and that it has duly caused and authorized the undersigned to sign this20-F/A on its behalf.
| Date: 25 May 2018 | CRH public limited company (Registrant) | |||||
| By: | /s/ S. Murphy | |||||
| Senan Murphy | ||||||
| Finance Director | ||||||
