Reliance Worldwide Signs Binding Brookfield Scheme Deed, Implied at A$4.75 a Share

Brookfield will pay US$3.38 in cash for each RWC share under a binding scheme, with the Australian-dollar equivalent around A$4.75 at the September 15 exchange rate.

Andrew Liu
Written by Andrew Liu
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Reliance Worldwide Corporation has signed a binding scheme implementation deed with Brookfield under which the investment firm will acquire 100% of the ASX-listed plumbing-products maker for US$3.38 in cash per share. Brookfield said Reliance Worldwide’s board has unanimously recommended the proposal to shareholders, and it described the acquisition as carrying an enterprise value of about US$2.8 billion.

The Australian-dollar figure in the headline needs one important qualification. The Reserve Bank of Australia published an AUD/USD rate of 0.7122 for September 15, 2026. At that rate, US$3.38 converts to roughly A$4.75 per share. Brookfield’s announced consideration, however, is US$3.38, so A$4.75 is an exchange-rate translation rather than the fixed price stated in Brookfield’s announcement.

Brookfield said in its acquisition announcement that the agreement remains subject to shareholder, regulatory and government approvals. Subject to those approvals, it expects the acquisition to close in the first quarter of 2027.

Brookfield’s offer rose through months of negotiations

The binding agreement caps a process that began well before the September signing. Reliance Worldwide disclosed in August that Brookfield had made unsolicited, non-binding indicative offers of A$4.15, A$4.25 and A$4.50 per share during April and May 2026. After RWC gave Brookfield access to non-public information for about eight weeks of due diligence, Brookfield returned with a higher A$4.75 proposal in early August.

RWC then entered a process deed with Brookfield on August 18. At that stage, the A$4.75 proposal represented a 31.6% premium to RWC’s A$3.61 closing price on August 17, a 32.8% premium to its three-month volume-weighted average price and a 43.2% premium to its six-month volume-weighted average price, according to RWC.

The August proposal also put RWC’s enterprise value at approximately A$4.1 billion and implied a multiple of 12.1 times FY26 adjusted EBITDA on a post-AASB16 basis, or 12.9 times on a pre-AASB16 basis. Those figures were attached to the earlier Australian-dollar proposal. Brookfield’s September announcement uses US$3.38 per share and an enterprise value of about US$2.8 billion, so the current agreement is best described using Brookfield’s U.S.-dollar figures while treating A$4.75 as the approximate Australian-dollar equivalent at the September 15 exchange rate.

The process deed gave Brookfield four weeks of exclusivity through September 15 to complete confirmatory due diligence and negotiate binding documentation. RWC also said in August that any resulting scheme deed would include a 30-day go-shop provision, allowing the company to solicit third-party interest, provide due-diligence information and negotiate with another bidder after signing. An ASX announcements feed on September 16 showed that RWC signed the scheme deed and later issued a separate clarification concerning the go-shop period.

Brookfield is buying through a softer operating period

The acquisition comes after a more difficult stretch for Reliance Worldwide’s operating business. For the six months ended December 31, 2025, RWC reported net sales of US$645.4 million, down 4.6% from the prior-year period, and adjusted EBITDA of US$111.4 million, down 22.5%. The company attributed pressure in that half to U.S. tariffs, weaker demand in the United States and United Kingdom, lower Americas volumes, and higher costs in parts of its EMEA operations.

In April, RWC reaffirmed its FY26 outlook and said the net cost of U.S. tariffs on full-year operating earnings was expected to land at the lower end of its previous US$25 million to US$30 million range. Management was also reshaping its manufacturing footprint. In June, RWC announced plans to close brass casting, forging and machining operations in parts of Melbourne, saying the changes were expected to deliver an annual operating-earnings uplift of about US$9 million by the end of FY27.

Brookfield is framing the acquisition around a longer-term industrial thesis rather than the latest demand cycle. It highlighted RWC’s position in push-to-connect plumbing fittings, saying the category remains underpenetrated relative to traditional joining methods. Brookfield also pointed to the scope to sell more adjacent products through RWC’s existing retailer and wholesale relationships, along with recurring replacement demand from aging housing stock.

Reliance Worldwide operates across the Americas, Europe and the Middle East, and Asia Pacific. The company describes itself as a manufacturer of water delivery, control and optimization systems for residential, commercial and industrial plumbing applications. That geographic reach, paired with a large installed base of plumbing products, helps explain why Brookfield is presenting the business as an industrial platform with room for operating investment and product expansion rather than simply a short-term housing-cycle bet.

Brookfield’s private-equity strategy will fund the acquisition

Brookfield said its investment will be funded through the Brookfield Capital Partners strategy and its affiliate Brookfield Business Corporation. The buyer did not present the acquisition as a passive financial holding. Anuj Ranjan, chief executive of Brookfield’s Private Equity group, said the firm sees opportunities to support Reliance Worldwide through operating investment and continued product expansion, drawing on Brookfield’s experience in industrial businesses and the U.S. housing ecosystem.

That strategic framing matters because the business is exposed to both repair-and-remodel activity and broader residential construction conditions. RWC’s recent results show how tariffs, input costs and weaker end-market demand can affect margins even when the company retains strong market positions. Brookfield’s case is that those cyclical pressures sit alongside longer-duration demand from replacement work and continued adoption of push-to-connect products.

The proposed acquisition also marks a change from RWC’s status as an independently traded ASX company to ownership by Brookfield if the scheme is completed. Until the required approvals are obtained and the scheme is implemented, RWC remains a listed company and the signing itself does not complete the acquisition.

Shareholders and regulators still stand between signing and closing

RWC shareholders will have to vote on the scheme. Brookfield said the RWC board has unanimously recommended the US$3.38-per-share cash proposal, while the agreement remains subject to shareholder, regulatory and government approvals. The current primary-source materials do not establish that every condition has been satisfied, so the signing should be treated as a binding agreement to pursue the acquisition rather than as a completed takeover.

The next stage is therefore procedural rather than another round of price negotiation between the two parties. Shareholders will need the scheme materials and voting information before deciding on the proposal, and regulators still have review work to complete. Brookfield has said it expects closing in the first quarter of 2027 if the necessary approvals are obtained.

For investors following the headline A$4.75 figure, the currency distinction remains central. US$3.38 is the price Brookfield publicly announced for each RWC share. At the RBA’s September 15 rate it worked out to approximately A$4.75, but the Australian-dollar equivalent can move with the exchange rate. The binding agreement is the major step forward from RWC’s August process deed; the shareholder vote and required approvals are the next concrete milestones before ownership can change.

Andrew Liu

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Andrew Liu

Financial Accounting Contributor

Andrew Liu contributes to MarketReview’s financial-accounting coverage. He explains how figures and statements relate, which information matters to a decision and how accounting concepts can be made accessible without losing the distinctions required for accuracy.

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