Displaying items by tag: Lafarge
Europe: Holcim's board of directors has determined that its merger with Lafarge will be delayed due to the disagreement of terms on the deal. In a statement, Holcim said that the agenda for its upcoming annual general meeting will only focus on direct Holcim business and not the merger.
According to local media, Lafarge and Holcim are discussing a change in the planned leadership of their combined company to rescue the merger amid growing resistance to Lafarge CEO Bruno Lafont taking the top job. The companies are considering naming another Lafarge executive as CEO instead of Lafont to address demands from Holcim that would allow the deal to go ahead. Lafont could become co-chairman of the new entity, together with Holcim chairman Wolfgang Reitzle. The appointments are among various management changes being discussed.
Is the LafargeHolcim merger doomed?
18 March 2015In the UK there is an expression, coined by former Prime Minister Harold Wilson, that a 'week is a long time in politics.' While the week he was referring to has long since been forgotten, this refrain has since been repeated to the point of cliché by the mainstream media and is often used in the context of rapidly-changing political news stories. Regardless of its origin, this expression could well be used to accurately describe the current situation in France and Switzerland, where the past week has seen a number of serious and unpredictable developments in the preparation of the anticipated LafargeHolcim mega-merger.
Disgruntlement from 'those close to the deal' first surfaced as a 'wild rumour' a few weeks back but, in the past seven days, several of Holcim's shareholders, including the influential Thomas Schmidheiny, have questioned the contribution that can now be made by Lafarge. Holcim shareholders claim that the group has out-performed Lafarge in the 12 months since the deal was announced and they feel that this should be recognised financially. The abandonment of the Euro1.20 cap on the Swiss Franc by the Swiss National Bank (SNB) on 15 January 2015 has loaded the dice even further in Holcim's favour.
This is how the situation has deteriorated in the past seven days. Late last week, we had confirmation that Holcim was seeking to renegotiate the terms of the merger. On Monday we heard what at least part of those terms were, including an assertion that each Lafarge share was now worth just 0.875 of a Holcim share. Lafarge's main shareholders, accepting that their position was compromised to an extent, suggested that each Lafarge share was worth 0.93 of a Holcim share. Since then, it has become apparent that Bruno Lafont, the proposed leader of LafargeHolcim, has also put Holcim in a spin, as he is perceived to have presided over Lafarge's poorer performance.
Then, just yesterday, it was announced that the two current group boards had met separately in an attempt to arrive at new conditions with which to re-start negotiations. Commentators think that Holcim is holding all of the Aces but Lafarge has made it clear that it cannot accept a lower valuation and a CEO from Holcim. Discussions that take place 'in the dark' like this will do little to build confidence between the merging parties and infers that communication has become strained. There are twinges of antagonism in the releases that are not going to be solved by the boards sitting in separate rooms and whipping themselves into a frenzy.
Also caught up in this, like the child of a divorcing couple, is CRH. It only announced its purchase of Holcim and Lafarge divestments in February 2015. It stands to gain a joint Euro158m from Lafarge and Holcim if they fail to merge, but this will not make up for the loss of the many high-quality cement assets it otherwise stands to gain.
What will happen in the coming weeks? You have to be brave to predict how this will turn out, but our LinkedIn Group is a great place to discuss this rapidly-changing story. One thing we can be sure of is that there will be a lot to write about in another seven days. After all, a week is a long time in the cement industry!
Europe: The boards of Lafarge and Holcim met separately on 17 March 2015 to try and salvage their merger.
According to Reuters, one source said ahead of the Lafarge board meeting that Lafarge would not accept renegotiations on the governance of LafargeHolcim. The original merger agreement designated a board made up of seven members from each company and Lafarge boss Bruno Lafont as CEO. "The board cannot give satisfaction to Holcim on all points," the source said. "It cannot accept both a change of parity and a taking of control."
On 15 March 2015, Holcim said that it wanted to open talks on the exchange ratio and on 'governance issues' because the original merger terms were no longer acceptable to its board. Lafarge said on 16 March 2015 that it would consider revising the share exchange ratio, but nothing else. According to another source, Holcim has proposed changing the previously-agreed 1:1 exchange ratio to 0.875 Holcim shares for each Lafarge share, but Lafarge wants a 0.93:1 ratio.
One Holcim shareholder who opposes the deal reportedly said that the appointment of Lafarge's Lafont as head of LafargeHolcim has become a bone of contention, with some questioning his ability to deliver promised cost savings of Euro1.4bn/yr.
Ireland's CRH, which planned to buy a large portion of Lafarge and Holcim's assets to appease competition authorities, could experience collateral damage if the merger is cancelled. According to Reuters, if the merger fails, CRH is still liable for a break-up fee of Euro158m.
Egypt: Lafarge Egypt and Egyptian holding company Orascom Telecom Media (OTMT) and Technology Holding SAE have signed a memorandum of understanding (MOU) to develop a waste management framework of municipal and agricultural waste.
The memorandum, signed by Lafarge Egypt CEO Hussein Mansi and OTMT deputy CEO and COO Tamer el Mahdy, was created in an effort to process large volumes of municipal and agricultural waste into alternative fuels to be used in the Lafarge plant in Egypt and other companies.
The MOU represents a step towards sustainable development in the country and will begin the creation of a circular economy through the reduction of waste burning and dumping. The agreement will also create new employment opportunities and reduce the dependency on fossil fuels in the country.
Lafarge Cement Egypt has been providing thermal treatment solutions in Egypt for around three years in collaboration with its subsidiary Ecocem Industrial Ecology Egypt, which develops, sources and pre-treats solutions to facilitate the recovery of wastes into alternative fuels. Lafarge Egypt and Ecocem aim to achieve an average fuel substitution rate of 25% by the end of 2015.
Europe: A conflict between Lafarge and Holcim has deepened as both groups have acknowledged that the terms of their proposed 'merger of equals' may have to be revised to reflect diverging valuations, according to Reuters.
The merger 'Can no longer be pursued in its present form,' said Holcim said in a statement on 16 March 2015. It has proposed a renegotiation of the share exchange ratio and 'governance issues.' Lafarge is willing to consider revising the share-exchange ratio in the merger, but not other aspects of the deal, it said in a separate statement.
The deal announced in April 2014 was intended to combine Lafarge and Holcim on an equal basis, but diverging results, share prices and fluctuations in the Euro and Swiss Franc have led Holcim to seek a revision of the terms. Holcim has proposed changing a proposed 1-1 share exchange ratio to 0.875 Holcim shares for each Lafarge share, according to news reports. Lafarge is said to be planning a counter proposal that would trim its weighting to 0.93 to complete the deal.
Lafarge and Holcim in talks to renegotiate merger
12 March 2015Europe: Holcim and Lafarge are in talks to renegotiate the terms of their Euro41bn merger after a divergence in the value of the two companies over the past year. The two sides are holding discussions that might result in changes to the terms of the one-for-one share deal announced last April 2015, according to The Financial Times.
It in unclear how the renegotiation might affect CRH, which agreed in February 2015 to pay Euro6.5bn for assets being sold by the two companies as they sought to address potential competition concerns over the deal.
In recent weeks Holcim shareholders have raised concerns over the terms of the deal, most vocally a representative for the Schmidheiny family, which is Holcim's largest investor. Thomas Schmidheiny, head of the family and a former Holcim chairman, wanted the terms of the deal renegotiated. Holcim's second largest shareholder, Eurocement, which is owned by Russian Filaret Galchev and holds 10% of the shares, has not publicly supported the deal.
Europe: Holcim's largest stakeholder, Thomas Schmidheiny, wants a better deal for the Holcim's shareholders in its planned merger with Lafarge, according to Swiss Newspaper SonntagsZeitung, which cited people close to Schmidheiny.
The merger with France's Lafarge to create the world's biggest cement company was agreed on 7 April 2015, but analysts have since flagged a potential divergence between the two companies' earnings prospects, raising the possibility of a renegotiation of terms.
SonntagsZeitung said that Holcim board member Schmidheiny, who owns 20.1% of the company according to Thomson Reuters data, sees two possible solutions. One is to weigh the exchange ratio of shares in favour of Holcim investors. Another is a special dividend. The paper also quoted another board member as saying the deal will not work in its current form, which includes each Lafarge share being swapped for one Holcim share.
SonntagsZeitung has also reported that Swiss shareholder group Ethos, which represents around 200 pension funds, is against the deal as it stands and will tell Holcim's board that it will advise members to vote against the merger unless there is a change to the exchange ratio.
Lafarge and Holcim forge ahead with LafargeHolcim merger
09 March 2015Europe: As announced on 7 April 2014, Holcim and Lafarge have entered into a business combination agreement on terms previously agreed, subject to various closing conditions. The transaction must be approved by 66% of Holcim's shareholders in an extraordinary general meeting, while 66% of Lafarge's shareholders will need to accept Holcim's exchange offer launched pursuant to French takeover rules.
Slovenia: Lafarge said that the country's environment inspectorate has ordered the plant to suspend operations as it lacks environmental permits. The inspectorate acted following a recent decision from the European Commission to refer Slovenia to the European Court of Justice for failing to issue an industrial permit to a major cement plant. The Commission is also asking for fines to be imposed.
Lafarge said in a statement on its website that it will respect the decision and shut down the kiln on 5 March 2015, but would lodge a complaint with the Ministry of Environment and Spatial Planning. Lafarge said that in the process of obtaining the required licences, it had operated in accordance with all relevant environmental standards and that numerous studies have shown that the plant does not have a major impact on local air quality. It also stressed that it had invested more than Euro33m to modernise the plant since it was bought by Lafarge some 13 years ago.
Malaysia: Quarrying at Gunung Kanthan, Perak by Lafarge Malaysia has alarmed green groups, who said that work has encro¬ached close to 'sensitive' areas. A small hill within the limestone mountain's southern area was reportedly mined in January 2015. Concern that rocks from Area B where the hill was located would be strewn along the adjacent Area C have caused fears that quarrying there would follow.
Gunung Kanthan, which is home to many endangered species of flora and fauna, is divided into several sections with Areas C and D located in the south. Malaysian Nature Society (MNS) president Henry Goh, who confirmed that quarrying had been conducted on the hill, cautioned that the removal of forestry there would have damaging effects on Areas C and D. Two new flora species were recently discovered in Area C, which is also home to nine species that are on Malaysia's Red List of Endangered Plants.
Goh said that Lafarge Malaysia had assured him that Areas C and D would not be affected. He also claimed that temples embedded in or around the mountain had received evacuation notices. Goh said that a biodiversity report by Universiti Malaya, commissioned by Lafarge Malaysia, had not been revealed.
The International Union for Conservation of Nature (IUCN) has highlighted its concerns to Lafarge chairman Bruno Lafont. "We are concerned to learn that a road is being blasted immediately adjacent to Area C," said IUCN Species Survival Commission chairman Simon Stuart. He stated that Google Earth images showed that the forested valley next to Area C 'is being filled with rubble.'
Lafarge Mal¬aysia vice-president Mariano Garcia maintained that Areas C and D were out of the mining plans. He said that he did not know of the evacuation notices, but that monks and temple staff had entered the quarry site and verbally abused his workers. He also said Lafarge Malaysia had been trying to meet the Forest Research Institute Malaysia (FRIM) to no avail.