Displaying items by tag: Acquisition

US: HeidelbergCement, through its subsidiaries Essroc and Lehigh Hanson, has entered into a definitive agreement with Argos USA, a subsidiary of Cementos Argos, to sell its Martinsburg, West Virginia cement plant and eight related terminals. The disposal was required by the Federal Trade Commission (FTC) to address competition concerns arising from its acquisition of Italcementi. The agreement is subject to the approval of the FTC and other customary closing conditions. The transaction purchase price is US$660m on a cash and debt-free basis. HeidelbergCement expects the transaction to close in the fourth quarter of 2016.

“With the disposal of the Martinsburg plant we have successfully finalised our disposal programme in the context of the Italcementi acquisition,” said Bernd Scheifele, Chairman of the Managing Board of HeidelbergCement. “Together with the disposals of the non-core assets and the Belgium assets of Italcementi we have exceeded our Euro1bn target on disposal proceeds and thereby further improved the net financial position of HeidelbergCement.”

Peru: Consorcio Cementero del Sur (CCS), a subsidiary of Gloria Group, has signed a contract to buy all of Brazil’s Votorantim’s shares in Cementos Otorongo for US$4m and those of Votorantim’s subsidiary Corporación Noroeste. Cementos Otorongo is planning to build a cement plant in southern Peru for US$125m, according to the Gestión newspaper. Cementos Otorongo submitted an environmental impact study on the project in 2011 for proposed sites in La Joya, Arequipa and Mollendo, Islay. The planned plant will have a production capacity of 0.65Mt/yr.

This story was corrected on 18 August 2016 following clarification from Votorantim.

Vietnam: Siam City Cement has signed an agreement to buy LafargeHolcim’s entire 65% stake in LafargeHolcim Vietnam for US$890m. LafargeHolcim Vietnam operates one integrated cement plant and four cement grinding plants with a grinding capacity of 6.3Mt/yr. The company is also a leading ready-mix concrete producer that operates seven plants in southern Vietnam. The sale is subject to regulatory and shareholder approvals, as well as to a right of first refusal of LafargeHolcim’s joint venture partner, and is expected to occur in the fourth quarter of 2016.

Brazil: Greece’s Titan Cement has agreed to acquire an equity stake in Companhia Industrial de Cimento Apodi, a Brazilian cement producer that operates in Ceará in Northeast Brazil. Through a joint venture agreement, Cimento Apodi will be jointly owned and controlled on a 50/50 basis by the Dias Branco Group and a TITAN-Sarkis subsidiary, in which Titan is the majority shareholder. Titan’s investment in the purchase will be determined when the deal closes but it is expected to be about US$100m.

The assets of Cimento Apodi include an integrated cement plant in Quixeré that has operated since 2015 and a cement grinding plant in Pecém port, near to Fortaleza, that has operated since 2011. Cimento Apodi has cement production capacity of over 2Mt/yr.

Italy: Cementir Holding’s subsidiary Cementir Italia has acquired Sacci’s cement and ready-mixed concrete business division for Euro125m. The acquisition has been made by Cementir Sacci, a wholly owned subsidiary of Cementir Italia. A payment of Euro122.5m was made on 29 July 2016. The remainder will be paid in July 2018. A financing contract has been signed with the related party ICAL 2 to finance the acquisition.

Cementir Holding group will operate in Italy through two companies: Cementir Italia and Cementir Sacci, approximately doubling its production capacity, commercial strength and distribution network. The industrial footprint has grown, with the addition of five cement production plants, three distribution terminals and 28 ready-mixed concrete plants. In Italy, total installed capacity will be 6.8Mt/yr and the company’s presence will increase from six to 11 of the country’s regions.

Germany/Norway: Germany’s Berthold Technologies has acquired the Norwegian company Sensor Technology (S-Tec). S-Tec is a specialist for nucleonic gauges with experience in the oil and gas industries. Its products and the close cooperation with major customers and research institutes will continue. Berthold Technologies is a supplier of radiometric instruments for process control.

UK: The Competition and Markets Authority (CMA) has approved the acquisition by Breedon Aggregates of Hope Construction Materials subject to a sale of selected assets. Breedon has offered to sell 14 ready-mix concrete sites to Tarmac and the Concrete Company, which has been accepted by the CMA. As indicated in Breedon’s announcement on 21 July 2016, it now expects to complete the acquisition of Hope on 1 August 2016.

“The way is now clear for Hope to join us and create the UK’s largest independent construction materials group. It will give us a stronger platform for growth, with a broader geographical footprint, increased scale, an improved product mix, greater financial capacity and a team of highly talented people,” said Breedon’s Chairman, Peter Tom.

With the acquisition of Hope, Breedon Group, as the company will be named from 1 August 2016, Breedon will become the UK’s largest independent construction materials group, with the country’s largest cement plant, around 60 quarries, nearly 30 asphalt plants, approaching 200 ready-mixed concrete plants, some 2100 employees and approximately 750Mt of mineral reserves and resources. The enlarged group’s strategy will be to continue growing organically and through consolidation of the UK heavyside building materials sector.

Sri Lanka: LafargeHolcim has signed an agreement with Siam City Cement to sell Holcim Lanka for US$400m. Holcim Lanka operates one integrated plant and one grinding plant in the country. The transaction is expected to close in the third quarter of 2016.

The proceeds from the sale of Holcim Lanka will be used by Lafarge Holcim to further reduce debt. The Sri Lanka sale follows the divestment of Lafarge India to Nirma that was announced in mid-July 2016. The group says it has now secured three-quarters of its targets to reduce its debt by Euro3.2bn in 2016.

Belgium: HeidelbergCement, through its subsidiary Ciments Français, has agreed to sell its operations in Belgium, primarily consisting of Italcementi’s Belgian subsidiary Compagnie des Ciments Belges (CCB), to Aalborg Portland Holding, a subsidiary indirectly 100% controlled by Cementir Holding. The transaction has been valued at Euro312m on a cash and debt-free basis. The transaction is expected to close in the second half of 2016.

“With the disposal of the Belgium assets we fulfil the obligation of the European Commission and improve the net financial position of HeidelbergCement after the acquisition of the 45% share in Italcementi,” said Bernd Scheifele, Chairman of the Managing Board of HeidelbergCement. “We are well on track to reach our target of at least Euro1bn of proceeds from disposals.”

The divestment of operations in Belgium was offered to the European Commission in order to address competition concerns caused by the group’s acquisition of Italcementi. The sale to Cementir Holding is subject to the approval of the European Commission.

Italy: HeidelbergCement has completed its acquisition of a 45% share in Italcementi from Italmobiliare. All conditions for the closing of the transaction have been fulfilled following the approval by the relevant competition authorities. The purchase triggers a mandatory tender offer to the remaining shareholders of Italcementi. HeidelbergCement expects the entire transaction to be completed in the second half of 2016.

“By adding Italcementi to our group, we are considerably strengthening our global footprint and innovation capabilities. We see significant potential for value creation with the realisation of synergies and by learning from each other’s best practices. From now on, we will focus all our efforts on the integration of Italcementi into our group,” said Bernd Scheifele, chairman of the management board of HeidelbergCement.

On 28 July 2015, HeidelbergCement and Italmobiliare entered into a share purchase agreement about the acquisition of a 45% shareholding in Italcementi. On 1 July 2016 HeidelbergCement acquired 157.17 million ordinary shares, representing 45% of the share capital of Italcementi for a total consideration of Euro1.67bn. 82.82 million ordinary shares were acquired against cash. The remaining 74.35 million ordinary shares were acquired against the assignment of 10.5 million newly issued shares of HeidelbergCement. Following this, Italmobiliare has become the second largest industrial shareholder of HeidelbergCement, with a stake of 5.3%.

In the share purchase agreement, Italmobiliare agreed to purchase certain non-core assets of Italcementi, including Italgen, Bravosolution, and certain non-core real estate. Italcementi had sold these assets to Italmobiliare on 30 June 2016 for total proceeds of Euro237m.

The acquisition of the 45% stake in Italcementi triggers the obligation to execute a mandatory tender offer to the remaining shareholders of Italcementi. The offering document will be filed with the Italian Securities and Exchange Commission (CONSOB), within 20 days after the closing, and will be published upon completion of CONSOB’s review period. The acceptance period will be agreed with Borsa Italiana. The acceptance period is expected to commence at the end of August 2016.