Displaying items by tag: Italcementi

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.

Belgium/US: HeidelbergCement has made a shortlist of potential bidders for assets in Belgium and the US that should be divested as part of its acquisition of Italcementi, according to Bloomberg. Bidders for Italcementi’s Belgian business include Turkey’s Çimsa Çimento and Italy’s Cementir Holding. The business are valued at around US$400m. Bidders for Italcementi’s US assets include Summit Materials and CRH. This business are valued at around US$600m according to sources quoted by Bloomberg. All shortlisted bidders will face a due diligence process.

The Federal Trade Commission (FTC) gave HeidelbergCement permission to complete its acquisition of Italcementi assets in the US on 17 June 2016. This was the second and final major competition body that could have challenged the purchase, following approval by the European Commission in late May 2016. Although the FTC consent now faces a month for comment the deal is looking likely to complete towards the end of the summer.

HeidelbergCement and Italcementi have gotten away with having to sell just one cement plant and 11 terminals in the US. The Lafarge-Holcim merger in 2015 had it tougher. Those companies were forced to sell two cement plants, two slag grinding plant and a host of terminals. Admittedly LafargeHolcim is now the biggest cement producer in the US (and the world) but HeidelbergCement will hold more integrated cement plants in the US following its acquisition.

As predicted the FTC took exception with the proximity of the company’s assets in West Virginia and Pennsylvania following the acquisition. So the parties have agreed to sell the Essroc Martinsburg integrated cement plant in West Virginia. When Global Cement visited the plant in late 2013 the staff told us that cement from the plant was distributed from central Ohio eastwards to western Pennsylvania and south to southern Virginia. The plant also switched over to a FLSmidth dry production line in 2010 giving it a clinker production capacity of 1.6Mt/yr, making it one of the newer plants in the Essroc stable.

The FTC also flagged up competition concerns in five metropolitan areas: Baltimore-Washington, DC; Richmond, Virginia; Virginia Beach-Norfolk-Newport News, Virginia; Syracuse, New York; and Indianapolis, Indiana. In light of this the proposed consent agreement requires the merged company to divest seven Essroc terminals in Maryland, Virginia and Pennsylvania and a Lehigh terminal in Solvay, New York. Two additional Essroc terminals in Columbus and Middlebranch, Ohio are to be sold at the option of the buyer and subject to FTC approval. Finally, Essroc’s terminal in Indianapolis is to be sold to Cemex.

Funnily enough, the FTC took about a year to approve both the merger of Lafarge and Holcim and HeidelbergCement’s purchase of Italcementi. This compares to the European Commission which took nine months to approve the Lafarge-Holcim deal but which took 11 months to clear the HeidelbergCement-Italcementi one. Given the greater overlap of assets of the Lafarge-Holcim merger in both Europe and the US one might have thought that the approval process would have taken longer. Or maybe bureaucracy moves at a speed all of its own. Read into this what you will. The creation of the world’s second largest multinational cement producer draws closer.

Thailand: Asia Cement has arranged negotiations with the Ministry of Industry to retrieve a US$8.5m deposit placed as a guarantee for a limestone mine licence application. The cement producer was granted a licence to operate a limestone mine in Nakhon Si Thammarat province in 1997. However, an environmental order nullified the licence and allowed the government to keep the deposit, according to the Bangkok Post.

"The government and Asia Cement have set up legal teams to negotiate and seek solutions that are acceptable to both sides," said Chat Hongtiamchant, director-general of the ministry's Department of Primary Industries and Mines. The subsidiary of Italcementi also wants to drop the mine project due to a change in the market demand.

US: HeidelbergCement and Italcementi have reached an agreement with the US Federal Trade Commission (FTC) to allow the company’s merger to proceed on schedule. The FTC accepted the proposed divestment of operations in the US, primarily consisting of Italcementi’s Martinsburg cement plant in West Virginia and up to eleven terminals on 17 June 2016. All competition approvals necessary for closing the Italcementi acquisition have now been obtained.

“We are very pleased with the positive decision of the Federal Trade Commission,” said Bernd Scheifele, Chairman of the Managing Board of HeidelbergCement. “We are now on track to close the acquisition of the 45% stake in Italcementi which we are planning together with Italmobiliare for the beginning of July 2016.” The divestment process for the assets in US has already started and significant interest has already been recorded. Citi is mandated as sell side advisor for the disposal.

The planned full acquisition of Italcementi will proceed in two steps following approval by the necessary competition bodies. HeidelbergCement will initially acquire a controlling stake of 45% from Italmobiliare. HeidelbergCement will then propose a public mandatory offer to the remaining shareholders for the acquisition of their shares in return for a cash payment. The exact timing of the mandatory offer will be released at a later date. HeidelbergCement expects the entire transaction to be completed in the second half of 2016.

World: A new report released by the Carbon Disclosure Project (CDP) has highlighted the potential costs of future CO₂ emissions and water supply constraints for 12 of the top global cement producers. CDP’s research shows that, even at a US$10/t CO₂ price, US$4.5bn could be wiped off profits, with the least efficient companies most at risk.

By compiling questionnaire responses, the report ranks 12 cement producers for performance across five key areas – emissions, energy and material management, carbon cost exposure, water resilience and carbon regulation supportiveness. It found that LafargeHolcim, Shree Cement and CRH were the least CO₂- and resource-intensive producers, with Italcementi, Cementir and Taiheiyo Cement the most highly intensive. Several major Chinese and other regional players failed to respond.

CDP found that many of the major cement companies have emissions targets that are set to expire in the next few years. It argues that, with the Paris Agreement driving towards net zero emissions by the middle of the century, cement companies have a ‘historic opportunity to set targets that can ‘future-proof’ their businesses.’

Tarek Soliman, Senior Analyst, Investor Research at CDP said, “This is the first piece of major research to break down how major players in the cement industry are meeting the challenge of reducing emissions in line with the science called for by the Paris Agreement. Cement will be a crucial building block as the Paris Agreement is put into effect, as it accounts for 5% of the world’s man-made emissions. The results couldn’t be clearer for companies and investors: a tipping point for cement companies is not far away.”

“As carbon-related regulatory measures inevitably tighten and the carbon price signal strengthens, investors will expect both strategic and rapid changes from cement companies, including better use of currently available options as well as investment in longer–term ones, whether this be in areas such as low-carbon product development or the deployment of carbon capture, use and storage.”

Morocco: Ciments du Maroc has decided to abandon its wind farm project at its Safi cement plant. The subsidiary of Italcementi has decided to change its energy policy in response to a growing number of renewable energy projects in the country, according to SeeNews. CEO Mario Bracci said that the cement producer is considering various options including signing a deal with local developer Nareva for electricity supply to several of its sites instead of investing in a generation solution at just one site.

Ciments du Maroc commissioned its first wind farm at its Laayoune cement grinding plant in 2011. This wind farm consists of six 850kW turbines that joined an existing 150kW pilot turbine installed in 2003. A 150 kW pilot concentrating solar power (CSP) plant was inaugurated near its Ait Baha. Cement plant in October 2014. The site at Safi would have been the company's second wind farm, with a planned capacity of 10MW.

Europe: The European Commission (EC) has cleared the acquisition of Italcementi by HeidelbergCement under the condition that HeidelbergCement sell Italcementi's entire business in Belgium. The EC expressed concern that the merged companies would have owned more than 50% of the market share in the country.

The EC accepted that the two companies’ businesses were largely complimentary in Europe. HeidelbergCement is active in Northern, Western and Central Europe whereas Italcementi focuses on Southern Europe, operating cement facilities in Italy, France, Spain and Greece. Italcementi is also active in Belgium and Bulgaria. However, it noted that the companies’ Ordinary Portland Cement activities overlapped substantially in in Belgium and to a lesser extent in Southern Italy. It also pointed out that there are cross-border overlaps between their grey cement activities in Germany and France and in Bulgaria and Romania. The merging parties' activities in aggregates and ready-mix concrete mainly overlap in Belgium and Northern Spain whereas their white cement activities overlap primarily in Belgium, France and Austria.

HeidelbergCement has offered to sell Italcementi’s Belgian subsidiary Compagnie des Ciments Belges (CCB). The divestment includes: all of Italcementi's cement, ready-mix and aggregates assets in Belgium; Italcementi's stake in an existing limestone joint venture with LafargeHolcim; a portion of HeidelbergCement's limestone quarry in Antoing provided in exchange for a portion of Italcementi's Barry quarry, which will be retained by HeidelbergCement.

“We are very pleased with the positive decision of the European Commission,” says Bernd Scheifele, chairman of the managing board of HeidelbergCement. “This decision is an important milestone on our way to the full acquisition of Italcementi.” HeidelbergCement. Is still awaiting the decision of the US regulator the Federal Trade Commission for approval in that territory.

Egypt: Helwan Cement has ordered a vertical roller mill from Gebr. Pfeiffer to grind coal at one of its cement plants in Egypt. Delivery of the coal mill is scheduled for the end of 2016. The order was placed by Beijing Triumph International Engineering.

The type MPS 3350 BK coal mill will have an installed gearbox power of 1050kW. It is designed to grind 80t.hr of coal to a product fineness of 12% residue on 90μm and 60t/hr of pet coke to a product fineness of 6% residue on 90μm. Gebr. Pfeifer’s personnel will also supervise erection and commissioning.