Displaying items by tag: Lafarge India
Looking at the small print
02 March 2016Small print can cause large consequences. Billion US Dollar consequences. Take the 2015 amendment to India’s Mines and Minerals (Development and Regulation) (MMDR) Act from 1957. Ambiguous wording in the legislation may have held up two prominent cement industry acquisitions in 2015. It also hangs over the recently announced purchase by UltraTech Cement of Jaiprakash Associates’ cement plants.
The MMDR was amended in January 2015. As the Times of India explained in mid-2015, a clause in the amendment said, “The transfer of mineral concessions shall be allowed only for concessions which are granted through auction.” However, it was unclear whether this meant historically allocated mines given via nominations or only newly allocated ones. Given the reliance of clinker plants on reliable mineral reserves this caused havoc. Cue confusion and large legal budgets.
LafargeHolcim’s divestment of two cement plants to Birla Corporation was one casualty. As a condition of the merger between Lafarge and Holcim the Competition Commission of India (CCI) required that the Jojobera and Sonadih cement plants in Eastern India be sold in 2015. Together the plants have a combined cement production capacity of 5.1Mt/yr. However the ambiguity over the 2015 MMDR Act clause on transfer of mining rights held the deal up. By February 2016 Birla Corporation had endured enough. It publicly complained about Lafarge India’s ‘inability’ to complete the deal and threatened legal action. LafargeHolcim retorted by asking the CCI if it could sell all of Lafarge India instead. It received the revised clearance and a new buyer is yet to be announced.
Another victim was UltraTech Cement in a previous attempt to buy Jaiprakash Associates’ cement assets. That time it was down to buy two integrated cement plants in Madhya Pradesh with a combined clinker production capacity of 5.2Mt/yr with associated mineral rights. The deal was agreed in December 2014 and then reported delayed in mid-2015. Finally, on 28 February 2016 the Bombay High Court rejected the deal, citing the MMDR Act as the prime cause.
Luckily for UltraTech Cement the story has a happy ending (so far) as it then announced that it was purchasing the majority of Jaiprakash Associates’ 22.4Mt/yr cement portfolio instead for US$2.4bn. It is hoped that the deal will be finalised by June 2017 but this partly depends on the MMDR Act being amended. Although UltraTech Cement have said they are looking at alternative routes to the deal in case the act isn’t amended.
Poor legal wording kiboshed at least two cement industry deals for over 10Mt/yr production capacity. Roughly, at the price UltraTech Cement is paying for its latest deal, that’s over US$1bn worth of Indian cement assets. Given the hard time the Indian cement industry had in 2015 the question should be asked regarding how much damage the MMDR Act amendment has done. One option for the beleaguered industry is to consolidate and cut its costs. This was massively delayed in 2015.
The proposed 2016 amendment to the MMDR Act reads as follows:
“Provided that where a mining lease has been granted otherwise than through auction and where mineral from such mining lease is being used for captive purpose, such mining lease will be permitted to be transferred subject to compliance with the terms and conditions as prescribed by the Central Government in this behalf.”
Let’s hope it does the trick this time.
LafargeHolcim receives revised approval from Competition Commission of India for sale of Lafarge India
09 February 2016India: LafargeHolcim has received a revised order from the Competition Commission of India (CCI) for the sale of its stake in Lafarge India. This includes three cement plants and two grinding stations with a total capacity of around 11Mt/yr. The company also markets aggregates and is one of India’s leading ready-mix concrete manufacturers. The proposed transaction is an alternate remedy for the merger of the Group’s legacy companies and now forms part of the company’s Euro3.18bn divestment target in 2016.
“We will operate in India through our subsidiaries ACC and Ambuja Cements with a combined cement capacity of around 63Mt and a distribution network that extends across the entire country. We see opportunities to further build our business in India through our network of over 100,000 dealers and retailers, and by meeting the infrastructure needs of a country that is experiencing significant urbanization,” said Eric Olsen, CEO of LafargeHolcim.
The conditional clearance by the CCI for an earlier divestment proposal was received in April 2015, including the divestment of Jojobera and Sonadih plants in Eastern India with a cement capacity of 5.1Mt. LafargeHolcim subsequently entered into a letter agreement with Birla Corporation Limited, subject to CCI approval, in August 2015. However, due to the current regulatory issues relating to the transfer of captive mining rights and critical to the two plants, LafargeHolcim was obliged to submit an alternate remedy to the CCI to ensure compliance with the order.
As a result, LafargeHolcim will now launch a new divestment process for Lafarge India.
LafargeHolcim confirms revised sale plan for Lafarge India
04 February 2016India: LafargeHolcim has confirmed that it is considering selling its subsidiary Lafarge India. The sale will require the approval of the Competition Commission of India (CCI) as an alternate remedy for the merger of the Group's legacy companies. Lafarge India has a cement production capacity of 11Mt/yr.
The announcement follows a regulatory filing by Birla Corporation stating that is considering taking legal action against LafargeHolcim for stopping a previous deal. However, LafargeHolcim has not said why it terminated the deal with Birla Corporation.
Originally LafargeHolcim was in discussion with Birla Corporation for the sale of the Jojobera and Sonadih cement plants in Eastern India that was previously announced. Both plants had a combined cement production capacity of 5.1Mt/yr. Due to the current regulatory issues relating to the transfer of mining rights captive and critical to the two plants, LafargeHolcim was obliged to submit an alternate remedy to the CCI to ensure compliance with the order.
LafargeHolcim now says that an 'alternate remedy' is under consideration by the CCI.
Birla Corporation to take legal action against Lafarge India
03 February 2016India: Birla Corporation said it will take legal action against Lafarge India over the firm's 'inability' to go ahead with the deal to sell its Jojobera and Sonadih cement plants. In August 2015 both firms signed an agreement, through which Birla Corporation was to acquire Jojobera and Sonadih cement businesses from Lafarge India for US$734m.
"Lafarge India has since informed its inability to proceed with the agreement. The company has since discussed the matter with its legal advisors and has decided not to accept its contention and is in the process of taking appropriate legal measures in consultation with lawyers," said Birla Corporation in a regulatory filing. The firm did not specify reasons behind Lafarge India expressing its inability to complete the deal.
Birla Corp was to acquire Lafarge India's cement business, which comprises an integrated cement unit at Sonadih, Chhattisgarh, a cement grinding unit at Jojobera, Jharkhand along with Concreto and PSC brands. The acquisition would have added an additional cement capacity of 5.15Mt/yr to Birla Corp and would have helped the firm consolidate its position in the eastern India cement market. The company has a total operational cement capacity of about 10Mt/yr with plants in Rajasthan, Madhya Pradesh, Uttar Pradesh and West Bengal.
Indian cement industry now on sale!
13 January 2016Last week we promised reasons to be cheerful for the cement industry. We only have one to offer this week but it's a good one. At present three Indian cement companies are on sale: Lafarge India, Reliance Cements and Jaiprakash Associates. If these sales complete then it represents an opportunity for the Indian cement industry to reorganise itself and stride forward when growth recovers.
Lafarge India upped its sales proposal to the Competition Commission of India (CCI) on 6 January 2016 to sell its entire 11Mt/yr portfolio. Originally as part of the LafargeHolcim merger agreements the CCI asked Lafarge to sell 5.2Mt/yr of production capacity in Chhattisgarh and Jharkhand in eastern India. However the deal was reliant on the original buyer, Birla Corporation, securing limestone mining rights. Birla failed to do so. Now Lafarge India has decided to sell everything instead. Naturally, following its Euro8bn spending spree in 2015 CRH has been linked to the sale by Indian media.
Then following press speculation Reliance Infrastructure confirmed to the Bombay Stock Exchange on 11 January 2016 that it was at an 'advanced stage of discussions with potential buyers for divesting the cement business of the company.' Reliance's cement arm, Reliance Cement, holds three cement plants in Maihar in Madhya Pradesh, Kundanganj in Uttar Pradesh and Butibori in Maharashtra with a total production capacity of 5.8Mt/yr. In addition to this, the company is also developing a 5Mt/yr cement plant at Wani in Maharashtra. The Reliance sale has been reported upon since early 2015. The difference this time is that Reliance responded to local press reports that it was about to sell to Birla Corporation or a couple of other private equity firms.
Finally, the third sale concerns Jaiprakash Associates' on-going attempts to sell its remaining cement assets to service its debts. Jaiprakash Associates cement subsidiary, Jaypee Cement, holds eight plants in India with a cement production capacity of 11Mt/yr. In addition it holds six cement grinding plants with a capacity of 10.7Mt/yr. Despite reported attempts to sell the entire division in one Jaypee has actually ended up selling its cement assets in a piecemeal fashion one or two at a time. The most recent sale being announced this week is to sell its Bhilai Jaypee Cement to Shree Cement. This follows other sales to HeidelbergCement and UltraTech in 2015.
None of these sales are new exactly but the combined production capacity of these plants comes to just under 28Mt/yr. This represents 9% of India's total national cement production capacity of 310Mt/yr. Any player somehow able to weasel their way into striking a deal for all of these plants would immediately become one of the country's biggest producers.
It would definitely be a case of buyer beware though. Credit agency ICRA recently reported that it expects that cement demand growth will be a 'modest' 4% in the 2015 - 2016 financial year before picking up in the following year. This follows poor growth in cement demand in the first half of 2015 and even declines in March and April 2015. ICRA also expected the country capacity utilisation to drop to 70% in the 2016 financial year, down from 77% in the 2012 financial year. That 7% drop in the utilisation is awfully close to the 9% of Indian national production capacity that the cement assets currently on sale from Lafarge India, Reliance Cement and Jaypee Cement. Unsurprisingly, the buyers of Indian cement assets have been picking and choosing their plants one-by-one so far.
CRH enters race to buy Lafarge India
12 January 2016India/Ireland: CRH has decided to bid on the 11Mt/yr of cement assets up for sale by Lafarge India, according to local media. This follows CRH's acquisition of US$7bn of assets from Lafarge and Holcim in 2015 that were available as a result of their merger.
CRH is already present in India via its 50% stake in My Home Industries (MHI), which has 4.8Mt/yr of cement production capacity. In 2013, MHI acquired Sree Jayajothi Cements, which has 3.2Mt/yr of production capacity in the south of India.
Lafarge plans to exit India operations
06 January 2016India: Lafarge India has submitted a revised proposal to the Competition Commission of India (CCI) to sell its entire 11Mt/yr assets in India.
The decision comes after the company's plan to sell its 5.15Mt/yr cement capacity in Chhattisgarh and Jharkhand to Birla Corporation for US$749m ran into trouble. Investment bankers said that Birla Corporation was facing challenges in securing limestone mining rights for the two units.
In order to approve the LafargeHolcim merger in India, the CCI had asked Lafarge India to sell its 5.15Mt/yr of capacity in eastern India by 31 December 2015. In August 2015, Birla Corporation agreed to buy the proposed assets along with brands Concreto and PSC and mineral rights over adequate reserves of limestone. The deal was conditional on Birla Corp being able to secure mining rights that Lafarge had.
"Lafarge India has sought an extension of its deadline from the CCI to complete its divestment," said an unnamed investment banker. "Lafarge India has now put the entire company on the block, as the sale of the entire company will include transfer of mining rights."
India: The Competition Appellate Tribunal has set aside a US$945m penalty imposed on 11 cement firms by the Competition Commission of India (CCI) on accusations of cartel behaviour and asked the fair trade regulator to resubmit the case. The Tribunal also allowed the cement manufacturers to withdraw the 10% penalty amount already deposited with the CCI, according to the Press Trust of India.
The judgement follows appeals filed by the cement firms and their industry body, the Cement Manufacturers Association, against the two CCI orders passed in June - July 2012. The cement companies included ACC, Ambuja Cements, Binani Cements, Century Textiles Ltd, India Cements, JK Cements, Lafarge India, Madras Cements, Ultratech, JP Associates and Shree Cements.
The CCI had passed the orders after an investigation into complaints, including from Builders Association of India (BAI), against alleged price collaboration between cement firms.
The orders were later challenged at the Competition Appellate Tribunal, which ordered that 'the impugned order is set aside and the matter is remitted to the CCI for fresh adjudication of the issues relating to alleged violation" of the relevant sections of the Competition Act.'
India: The acquisition of Lafarge India's two cement plants by Birla Corporation may come unstuck. According to local media, there are questions being raised on the outcome of the deal, which is the biggest acquisition in the 96-year history of Birla Corporation.
The ownership dispute between the Birla family and the Lodhas, who currently manage Birla Corporation, could create obstacles for the deal. After the death of Priyamvada Birla in 2004, the widow of M P Birla, her will had named R S Lodha, a chartered accountant and close confidant of the family, as the heir to her entire estate which ran into billions of US Dollars. This was hotly contested by the Birla family on the legal front. Today, the late R S Lodha's son, Harsh Lodha, is the chairman of Birla Corporation. The M P Birla Group has around a 63% stake in Birla Corporation.
There are now doubts whether the Birla Corporation's deal to acquire Lafarge India's assets may be consummated, given the continued ownership dispute. However, Debanjan Mondal, a partner in Fox & Mondal, the legal counsel of Harsh Lodha, said that, "If required, appropriate shareholders resolution will be taken for the acquisition. This has nothing to do with the will dispute and it will not come in the way of the deal." Analysts have highlighted that Birla Corporation would have to raise funds to finance the transaction, requiring the mortgage of assets, which may be difficult given the ownership dispute.
Lafarge India names Ujjwal Batria as CEO
26 June 2015India: Lafarge India has appointed Ujjwal Batria as CEO of the company effective from 22 June 2015. Batria will take over the responsibility from Martin Kriegner, who has been named as area manager for Central Europe of LafargeHolcim.
The development comes shortly before the expected completion of the LafargeHolcim merger. The Indian Competition Commission of India (CCI) has already approved the Indian leg of the proposed merger, with certain provisions, including divestment of two cement plants; Lafarge's plants at Jojobera, Jharkhand and Sonadih, Chhattisgarh. The two plants have a combined capacity of 5.15Mt/yr. Holcim's business in India is run through ACC and Ambuja Cements. It is not clear what Batria's role will be in the merged LafargeHolcim entity. Since ACC and Ambuja Cements are public listed firms, Lafarge's Indian unit may continue to operate separately, at least to begin with.
Prior to his appointment as CEO of Lafarge India, Batria was managing director of the company and was managing its cement business. He has been with Lafarge for 16 years. He had joined the company in 1999 and has served on different position across functions since then.