
Displaying items by tag: GCW145
LafargeHolcim and the power of the mega-merger
09 April 2014The news that Holcim and Lafarge are planning a merger should come as no great surprise to long-term observers of the industry. Such mega-mergers have been periodically mooted over the decades and have already come to pass.
Lafarge took its present form through many acquisitions, but it was the mega-merger with Blue Circle Industries that brought it to pre-eminence. That deal was hard fought, rapidly becoming a hostile takeover after the then-CEO of Blue Circle, Richard Haythornthwaite, decided that the amount that the CEO of Lafarge, Bertrand Coulomb, was offering for his company was not high enough.
A year of claims, counter-claims, offers, rebuffs and haggling ensued, leading to a higher offer that was eventually accepted by the Blue Circle board. However, as Lafarge was a Euro-denominated company and Blue Circle was resolutely British (and was thinking in UK pounds sterling) after exchange rate variations had been taken into account, Lafarge paid less after a year than it had offered in he first place. The British CEO got a big pay-off and went on to greater glory, having appeared to extract a great deal more money (in GB pounds) for his shareholders. Apparently they teach this as a case study in business schools.
Mega-mergers have also shaped other giants in the industry. For example Chichibu-Onoda and Sumitomo-Osaka came together to make Taiheiyo Cement and Ciments Français was added to Italcimenti, although in this last case they still retain their separate identities. Often the deals amount to an accretive takeover by one larger company of a smaller one, but transformative deals consisting of a 'merger' of 'equals' also happen in the cement industry, and with good reason. The merging of research efforts; the optimisation of management; the rationalisation of procurement strategies: all of these will immediately save plenty of money.
However, it's on the financial side that these larger merged companies can sometimes see the most benefit. The cost of borrowing money is inversely proportional to the size of the company (and of the sums involved); the colossal sums demanded by overpaid and greedy bankers will diminish in proportion if the sums involved are larger. So, the cost of borrowing money to be able to invest in takeovers or for capital expenditure will reduce as a proportion of overall cost.
There are other significant potential savings as well, from operational synergies, although these can be harder to quantify and - critically - harder to retain once the competition technocrats have run their slide rules over the proposed deal. They generally do not like too much of the market ending in the hands of too few players.
A good case in point is the recent mega of Tarmac and Lafarge in the UK. To allow the deal to take place the merged company was obliged to sell off one of its key assets, the Hope cement plant, which is now owned and operated by newcomer Hope Construction Materials. Even after the deal has been completed, the market regulator is considering the possibility of making the merged company sell additional facilities, something that strikes Global Cement as 'just not on.'
However, with operations in 90 countries, Lafarge and Holcim can expect to face competition scrutiny in at least 15 countries including Brazil, Canada, Ecuador, France, the UK, the US, Morocco and the Philippines. Meanwhile, in Serbia it has been reported the two companies have a combined market share of 97% across all their business lines!
Lafarge and Holcim have overlapping facilities and distribution networks in a number of countries, and any merged company will probably be required to sell some of them to its competitors. Other companies might be licking their lips at the prospect, as usual CRH is already being lined up in the Irish press, but the units will be sold at a market rate - and not a penny less. It might be that the merged company cannot control which facilities are sold, meaning that they might end up with a less than optimised system. Not so good after all.
If the deal goes through, it will create a Europe-based behemoth with a production capacity of over 200Mt, enough to retain a place on the global top 10 companies with the ever-rationalising and concatenating Chinese companies. When the news first broke we asked what might the new company called? We liked a short mash-up of the two names, like Lolcim (a humorous nod to today's 'youth-speak' perhaps) or Hafarge. However, the level of preparation backing the merger plan soon became clear from financial due-diligence right down to a new name: LafargeHolcim.
Yet for all this co-ordinated work from companies that were meant to be competitors until as recently as March 2014, we should remember what happened to the proposed BHP Billiton-Rio Tinto takeover. Valued at a high of US$170bn it shrivelled up as the global economy collapsed in 2008 amidst concerns from regulators. The idea may be out there but LafargeHolcim has a long way to go before it actually exists.
New leadership proposed for LafargeHolcim
09 April 2014Worldwide: Lafarge and Holcim have released plans regarding who will lead their proposed merger, LafargeHolcim. The chairman of the new board will be Wolfgang Reitzle, the future chairman of Holcim. Bruno Lafont, chairman and CEO of Lafarge will become CEO of the new group and member of the board.
Thomas Aebischer, Holcim's CFO will become CFO of the new group. Jean-Jacques Gauthier, Lafarge's CFO will become chief integration officer of the new group. The Executive Committee will be formed from both Lafarge and Holcim management.
In order to ensure efficient execution of the merger, an integration committee will prepare the integration plan to be implemented straight after the closing of the transaction. Bernard Fontana, Holcim's existing CEO will remain in charge of Holcim until completion of the transaction. He will co-chair the integration committee.
The merger is expected to be completed in the first half of 2015 subject to shareholder approval and regulatory approval in the many countries that the two multinational building materials producers operate in.
India: Energy management firm Schneider Electric has entered into a strategic partnership with industrial software developer Ramco Systems. The partnership will see Ramco's process optimisation software, OPTIMA, become a part of Schneider Electric's solutions for the cement industry. The partnership is intended to offer cement producers products that optimise production processes by reducing energy and emissions focusing on kiln and mill operation.
"The combined offer of process control, expert system and energy management allows the deployment of a unique optimisation strategy. This strategy will ensure optimum consumption of resources, best use of assets, maintain quality of product and stabilise processes while building an environmentally-sustainable business," said Mining, Minerals and Metals Solution President, Schneider Electric, Diego Areces.
OPTIMA is an process optimisation solution that has been designed to improve plant productivity and efficiency and leverages technologies like fuzzy logic, regression analysis and artificial intelligence techniques.
Lucky Cement opens grinding plant in Iraq
09 April 2014Iraq: Lucky Cement has started production at a cement grinding plant in Basra, southern Iraq. The US$40m plant is a joint venture between Pakistan-based Lucky Cement and the Al-Shawy family. It has a production capacity of 3000t/day or 0.8Mt/yr. The plant is intended to supply cement for the southern Iraq market.
In comments reported by Mena Report Lucky Cement CEO Muhammad Ali Tabba said that the completed grinding plant is the first phase of development at the site. Lucky Cement may continue development at the plant investing US$125m to build an integrated cement production line with a capacity of 1.25Mt/yr.
Tabba added that Lucky Cement is also working on building a US$240m plant in Democratic Republic of Congo (DRC). It has a 50-50 agreement with the Rawji Group, a local company, to start production via a company called Nyumba Ya Akiba. When operational, the plant in DRC will produce 1.2Mt/yr of cement.
Pakistan: DG Khan Cement is planning to start building a new cement plant at Hub, Balochistan in 2015, according to a company official. The plant will have a production capacity of 2 – 2.5Mt/yr and the project will cost US$250m. The plant will become operation by the end of 2017.
"At present, we are in the phase of finalising vendors for the construction site. In the next phase, we will open letter of credit," the official said.
DG Khan Cement is forecasting development in Balochistan and Sindh and it also hopes to increase movement of its products between provinces in Pakistan. Dispatching cement from the proposed Hub plant will incur lower freight charges compared to transporting cement from DG Khan's existing plants in Punjab.
BUA Cement signs with Nigerian Gas Company
09 April 2014Nigeria: BUA Cement has signed a gas sales and purchase agreement with the Nigerian Gas Company for its subsidiary, the Edo Cement Company. The agreement is for the supply of about 0.9Mm3/day to the Edo cement plant in Okpella, according to managing director Saidu Mohammed.
BUA Group entered the cement industry in 2008 when the Federal Government of Nigeria issued cement import licenses to 13 companies, including BUA, in an effort to bring down its price locally. BUA Cement subsequently purchased a floating cement terminal in 2008 for processing and bagging bulk cement. In 2009 BUA acquired controlling stakes in the Cement Company of Northern Nigeria (Sokoto Cement) and the Edo Cement Company.
Construction starts on two cement plants in Tajikistan
09 April 2014Tajikistan: Construction work on two cement plants with a total installed production capacity of 1.8Mt/yr has started in northern Tajikistan. President Emomali Rahmon attended the opening ceremonies of both plants.
The first plant, Ghayur-Sughd Cement - with a production capacity of 1.2Mt/yr - will be built in Ghafur district on a 48 hectare site. The plant will be built by the Tajik Ghayur company together with a Chinese partner, Huaksin Central Asia Investment. The cost of the project is over US$100m. After the plant is commissioned it will employ 1000 people. The first unit of the plant is scheduled for launch in 2015 and the second in 2016. Previously Tajik Ghayur and Huaksin built the 1Mt/yr Yuvon cement plant, which opened in 2013.
President Rahmon also attended the opening ceremony of the construction of Chjuntsay-Taboshar Cement plant. This 0.6Mt/yr plant is scheduled for completion in 2015 and it will employ nearly 500 people.
Dangote Cement to double capacity in 2014
08 April 2014Nigeria: Dangote Cement expects to double its cement production capacity across Africa in 2014 to 40Mt/yr, according to Devakumar Edwin, chief executive of Dangote.
Edwin said that in Lagos the firm would add 9Mt/yr of capacity, bringing it to 29Mt/yr. Dangote will also open plants across Africa that have been several years in the making, adding a further 11Mt/yr of production capacity.
Dangote Cement saw its 2013 profits increase by 40% to US$1.16bn, up from US$498bn in 2012. "The key driver is the increase in volumes. We have kept a focus on controlling costs, however, our focus on volume growth is what has increased our profits," Edwin said.
Dangote has cement plants spanning Africa, though most are in the construction phase. Between them they contribute less than 1Mt/yr to the group's current overall production capacity. That will change in 2014, as plants in Senegal, Sierra Leone, Cameroon, Zambia, South Africa and Ethiopia begin operations. Additional capacity in Ivory Coast, Ghana, Liberia, Tanzania, Congo and in Nigeria would mean that by mid-2016 Dangote is expected to have a 60Mt/yr capacity.
Almost all of the expansion has been funded with internal cash flows, according to Edwin, unlike rivals. "Other cement majors borrowed heavily for mergers. One of the key reasons we have been able to grow aggressively in the African market is because they are cash strapped and we do not have that problem," he said.
Brazil: Brazil's anti-trust regulator, Conselho Administrativo de Defesa Econômica (Cade) will force the sale of 24% of the total installed capacity of the country's four largest cement manufacturers and fine them a total of US$1.4bn as punishment for cartel activities. The decision to implement these measures comes after months of internal uncertainty at Cade.
The four companies are Votorantim, InterCement, Itabira and Holcim. Lafarge Brasil had previously settled with Cade by way of an agreement on divestments and a negotiated fine of US$19m.
Votorantim will be the most affected by the forced divestments. It will have to sell 35% of its production capacity, which Cade says is equivalent to 15% of the Brazilian cement market. InterCement will have to sell 25% of its capacity, equivalent to 4% of the market, Itabira will have to sell 22% of its assets, which is 3% of the market share and Holcim Brasil's 22% divestment equates to 2% of the market.
According to Cade, there has been a cement cartel active in Brazil for the last 10 years, which has seen companies collude to fix prices and sales volumes and create barriers to competition. Cade estimates that this has cost the economy US$6.3bn in inflated prices.
Holcim and Lafarge agree merger to create cement giant
07 April 2014Worldwide: Reuters has reported new details regarding the potential merger of Holcim and Lafarge. The merger would spark some Euro5bn of asset sales worldwide to steer it through antitrust rules.
With operations in 90 countries, Lafarge and Holcim expect to face antitrust scrutiny in 15 jurisdictions, including Brazil, Canada, Ecuador, France, the UK, the US, Morocco and the Philippines. LafargeHolcim could have a market share in excess of 50% in some areas. Even in countries such as the US where it would be smaller, monopoly authorities are likely to become involved.
The deal will help the companies slash costs, trim debt and better cope with soaring energy prices, tough competition and weaker demand that have hurt the sector since the 2008 economic crisis. The groups complement each other well geographically, with Lafarge stronger in Africa and Holcim stronger in Latin America. Emerging markets such as Latin America and Africa will account for 60% of the new group's sales, but no single country will represent more than 10%.
"The new group will offer higher growth and low risk thus creating more value," said Lafarge chief executive Bruno Lafont, who will become CEO of LafargeHolcim. The companies added that they expected total annual savings from joining forces of Euro1.4bn after three years, thanks to economies of scale, better operational efficiency and lower financing costs.
Lafarge and Holcim confirmed that they would sell businesses worth 10 - 15% of the group's earnings before interest, tax, depreciation and amortisation (EBITDA) to satisfy antitrust concerns, worth about Euro5bn in total. Two-thirds of the asset sales would be in Europe, according to Lafont. The companies also have overlapping business operations in Canada, Brazil, India and China.
"We are immediately going to start discussions with the European Commission and other competition regulators in a constructive spirit," Lafont said, adding that the combined company would continue to improve operational performance and that there would be no plant closures associated with the deal.
The expected EBITDA synergies are made up of Euro200m at operational level, Euro340m in purchasing, Euro250m in sales and Euro200m in innovation. On top of this, the company sees Euro200m of savings on financial costs and Euro200m for investments.
Lafarge's largest shareholder, Belgian holding company Groupe Bruxelles Lambert, which has a 21% stake, said that it would support the deal and would hold about 10% stake in the combined group after the transaction was completed. The transaction has the support of core shareholders and is expected to close in the first half of 2015, the companies added.
European Commission spokesman for competition policy, Antoine Colombani, said that the companies had not yet formally notified the European Union about the deal.