Displaying items by tag: Acquisition

India: UltraTech Cement has signed a deal to acquire a 26% stake in renewables company Clean Max Terra. The Free Press Journal has reported that the cement producer expects Clean Max Terra help it to meet its renewable energy needs, optimise its energy costs and comply with regulatory requirements for captive power consumption.

We end 2023 with the news that CRH and Barro Group are preparing to acquire AdBri in Australia. The two companies have teamed up to buy all the ordinary shares in the building materials company that they do not already own for about US$750m. Barro already owns a 43% stake in AdBri and CRH owns just under 5% via a cash settled derivative. The plan is for CRH to buy the remaining shares so it ends up with a 57% holding in total. It requires shareholder approval at AdBri, regulatory consent and other conditions to be met to move forward.

Barro Group has been increasing its stake gradually in AdBri over the last 25 years. It hit 43% in 2019 and subsequently the Australian Competition and Consumer Commission (ACCC) investigated it. Barro Group’s course was cleared in 2020, with the ACCC determining that the acquisition would not ‘substantially lessen’ competition in the market between the two companies that overlap for the supply of cement, ready-mixed concrete and aggregates. It also found Barro and AdBri would continue to face competition locally from Boral, Holcim and Hanson. However the ACCC added that it might reopen its investigation if it received further information that altered its conclusion at that time.

The dynamic between Barro Group and AdBri is complicated because they are, at present, both partners and rivals. Barro owns a significant minority stake in AdBri, and its managing director, Raymond Barro, became the chair of the latter company in 2019. The two companies operate a joint venture, Independent Cement and Lime, which distributes cement and lime in Victoria and New South Wales, and runs a slag cement grinding plant in Melbourne. They sell goods to each other too. Yet Barro Group and AdBri also compete against each other, principally in the sale of concrete. Comments made by Raymond Barro to the Australian Financial Review newspaper indicate that this competition looks set to continue even if CRH and Barro Group buy AdBri, given the family ownership structure of the former company. To this end AdBri set up a governance framework for its board in 2015 in part to handle the interaction between the business interests of itself and Barro Group, and this was further revised in 2019. Due to this convoluted relationship, it set up an independent board committee to assess the current proposal from CRH and Barro Group with Barro family nominee directors removed from the consideration process. It then approved the proposal to the next step of negotiations.

The general consensus is that the CRH-Barro Group deal looks likely to succeed. CRH has a limited presence in Australia and Barro Group’s ownership of AdBri doesn’t seem to change much under the limited details released publicly about the proposal. Potential problems could arise from a rival bidder, if the ACCC decided to re-evaluate the situation or if the Foreign Investment Review Board became involved, but we’ll have to wait and see about these. AdBri owns two of the country’s five clinker plants, both in South Australia. Subsidiary Cockburn Cement also used to produce clinker at its Munster plant in Western Australia but this moved over to grinding-only in the mid-2010s. The company also runs three grinding plants. One of these, Cockburn Cement’s Kwinana plant, has been undergoing a costly upgrade project that overshot its original estimate. Purely in terms of active integrated cement production capacity, this places the deal at US$875/t, a high figure but not as much as CRH stumped up to buy Martin Marietta Materials’ South Texas business in November 2023.

This then leads to how CRH and Barro Group might interact running the business in the future. CRH is by far the bigger company, in charge of a multinational building materials concern, and among the world’s largest producers of cement and concrete outside of China. Its decision to make a large acquisition outside of Europe and North America marks a turning point in its growth strategy since the late 2010s. In a statement, CRH’s head Albert Manifold was quick to compare how Australia was “similar in nature to the Southern US and Central and Eastern Europe where we have a significant presence.” Barro Group, meanwhile, has doggedly been taking over AdBri bit by bit over a quarter of a century. What it gains from the current proposal is mostly unknown, but simplifying the ownership structure and delisting from the Australian Stock Exchange could offer a number of advantages to it. Their ambitions appear aligned for the moment but this may not stay the case forever.

That’s it from Global Cement Weekly for 2023. Enjoy the seasonal break if you have one. Global Cement Weekly will return on 3 January 2024.

Australia: Ireland-based CRH and Barro Group have partnered to jointly acquire Adbri outright. The companies currently control 47.6% of Adbri combined – a 4.6% stake under CRH and a 43% stake under Barro Group. Under their offer to shareholders, CRH will raise its stake in the company to 57%. The partners have valued the company at US$1.4bn as part of their proposal. Following the conclusion of any such deal, the companies reportedly plan to delist Adbri from the Australian Securities Exchange (ASX).

CRH chief executive officer Albert Manifold said "Adbri is an attractive business with quality assets that complement our core competencies in cement, concrete and aggregates. With its leading market positions in Australia, we are delighted that this opportunity has presented itself to us.” He added “It is the next logical step for CRH to expand our existing presence in Australia, where we have been operating for 15 years. We look forward to working with the Barro family over the coming years to enhance the long-term performance of the business, leveraging our scale, industry knowledge and technical expertise to improve long-term growth and operating performance and drive value to achieve the true potential of the business.”

India: Sanghi Industries has appointed Sukuru Ramarao as its chief executive officer (CEO). He succeeds Ravi Sanghi, who was the chair and managing director, following the acquisition of a majority stake in the company by Adani Group subsidiary Ambuja Cements. Sanjay Kumar Khajanchi has been appointed as the chief financial officer, Manish Mistry as company secretary and Ajay Kapur as chair of the company’s board of directors.

Sukuru Ramarao holds over 35 years of professional experience in the building materials sector. He started working for Ambuja Cements in the late 1990s, eventually becoming the company’s chief manufacturing officer in the 2021. He then became the CEO of Adani Group’s cement business in 2023. He holds an undergraduate degree in chemical engineering from the Sri Venkateswara University in Tirupati, Andhra Pradesh.

Sanjay Kumar Khajanchi has worked for Ambuja Cements for over 20 years, reaching the position of Head - Finance & Controlling in 2021. He holds a bachelors degree in commerce from St Xavier's College in Kolkata, qualifications from the International Institute for Management Development in Lausanne, Switzerland, as well as various professional financial accreditations.

Manish Mistry has worked with a wide variety of companies for over 15 years including Bell Ceramics, Alembic Group, Cadila Group and GACL before joining Adani Group in 2022. He is a member of the Institute of Company Secretaries of India and holds a degree in commerce and law from the Maharaja Sayajirao University of Baroda in Vadodara, Gujarat.

Ajay Kapur has been the CEO of Adani Group’s cement business since mid-2022. He has worked for over 25 years in the cement sector, originally starting at Ambuja Cements in 1993. He subsequently became the company’s managing director and CEO from 2014 to 2019. He then was the head of the aluminium and power division at Vedanta Group. Kapur holds an undergraduate degree in economics from St Xavier's College, a master of business administration (MBA) degree from the K J Somaiya Institute of Management and has completed the Advanced Management Programme at The Wharton School of the University of Pennsylvania.

Türkiye: Taiwan Cement Corporation (TCC) has concluded an agreement to acquire an additional 20% stake in OYAK Denizli Çimento from OYAK Çimento. Reuters has reported that this will raise TCC’s stake in the company to 60%. The deal aligns with a previous memorandum of understanding (MoU) between the two parent companies.

OYAK Denizli Çimento operates the 3Mt/yr Honaz cement plant in Denizli Province. It reportedly has an enterprise value of Euro1.4bn. OYAK Çimento bought the business from Eren Holding and Ireland-based CRH for US$400 – 450m in 2014.

Uganda: Holcim subsidiaries Bamburi Cement and Cementia Holding have negotiated a price of US$120m for Hima Cement with buyer Sarrai Group. Business Daily News has reported that the price is 14% higher than the company’s previous valuation. The parties said that the agreed price takes into consideration ‘multiple factors,’ including Hima Cement’s performance in 2022 and forecast performance for 2023.

India: Ambuja Cements has completed its acquisition of a 54% stake in Sanghi Industries for an enterprise value of US$622m. It has funded the purchase through internal accruals. Following the acquisition, Ambuja Cement’s parent company, Adani Group, now has a cement capacity of 75Mt/yr, up by 9% from 69Mt/yr. It has also gained 1Bnt of limestone reserves.

Ambuja Cements said that the transaction would allow it to accelerate its coastal strategy in the west of the country with the aim of reaching a regional cement production capacity of 15Mt/yr. It intends to expand the captive port at the Sanghipuram cement plant to accommodate larger vessels to target markets in Gujarat, Maharashtra, Karnataka and Kerala by 2026. Debottlenecking, fuel mix changes and solar and wind projects are also being considering at the site.

China: China National Building Material (CNBM) plans to rearrange shareholding in Sinoma Cement between its subsidiaries. On 4 December 2023, fellow CNBM subsidiary Sinoma International Engineering agreed to buy US$174m-worth of shares in Sinoma Cement. Upon completion of this, Sinoma International Engineering and New Tianshan Cement will together buy US$975m-worth of shares. Following these subscriptions, Sinoma Cement’s share capital will rise by 67%, to US$436m. New Tianshan Cement’s total stake in the company will be 60%.

The group’s first-half 2023 interim report recorded Sinoma Cement as a 100% subsidiary of New Tianshan Cement.

India: UltraTech Cement has concluded an agreement to acquire Kesoram Cement from Kesoram Industries for US$912m. The Times of India newspaper has reported that the price includes an equity value of US$646m and debt of US$267m. As part of the deal, Kesoram Industries shareholders will gain single shares in UltraTech Cement for every 52 shares they hold in Kesoram Industries.

Kesoram Cement operates two cement plants – the 10.8Mt/yr Vasavadatta plant in Karnataka and the 660,000t/yr Kesoram cement plant in Telangana – and a packing plant in Maharashtra.

Kesoram Industries says that the sale of Kesoram Cement will help it to focus on its chemicals, rayon and transparent paper businesses.

India: UltraTech Cement has bought the 540,000t/yr Patratu grinding plant from Burnpur Cement for US$20.4m. The Hindu Business Line newspaper has reported that the purchase brings UltraTech Cement’s installed cement capacity to 133Mt/yr.