Displaying items by tag: Schwenk Zement

Namibia: Singapore’s International Cement Group (ICG)’s intended purchase of Schwenk Namibia for US$104m has fallen through. The company stated that it will not buy the subsidiary of Germany’s Schwenk Zement, whose 1.0Mt/yr total integrated capacity consists of Ohorongo Cement’s Walvis Bay plant, over four months ahead of the deal’s long stop date of 31 January 2020. The deal’s deadline had previously been extended from 30 June 2019 following the Singapore Exchange forestalled the deal due to ICG’s inability to pay for the unprofitable company.

Singapore/Namibia: International Cement Group (ICG) has extended the stop date of its agreement to buy Schwenk Namibia by six months to 31 January 2020. It follows the decision by the Singapore Exchange to block the proposed acquisition in June 2019 on the grounds that it did not meet the requirements for a ‘very substantial acquisition.’ ICG announced in March 2019 that it had arranged to buy a 100% stake in Schwenk Namibia for US$104m. Schwenk Namibia owns a 69.8% share of Ohorongo Cement.

Singapore: The Singapore Exchange has blocked the International Cement Group’s (ICG) proposed acquisition of Schwenk Namibia. It said that the transaction did not meet the requirements of a very substantial acquisition (VSA) because the target business was not profitable and because the buyer did not have sufficient cash resources to fund the purchase.

In order to approve the acquisition in the future the exchange requires: that ICG commissions implement anti-money laundering measures on any potential funds for the transaction; that it put into place ‘adequate’ internal controls and risk management systems for any of its operations in Kazakhstan, Tajikistan, Namibia and any other developing country; and that the audit committee uses external auditors.

ICG announced in March 2019 that it had arranged to buy a 100% stake in Schwenk Namibia for US$104m. Schwenk Namibia owns a 69.8% share of Ohorongo Cement.

Namibia: The Development Bank of Namibia (DBN) says it will consult the government about its minority stake in Ohorongo Cement following the purchase of a majority share in the cement producer by Singapore’s International Cement Group. International Cement Group acquired a 69.8% share in Ohorongo Cement from Germany’s Schwenk Namibia in March 2019, according to the Namibian newspaper. The DBN said that it originally invested in Ohorongo Cement to promote economic development in Namibia.

Latvia: Cemex Latvia will be renamed as Schwenk Latvija following its acquisition by Germany’s Schwenk in February 2019. In Sweden Cemex’s operations will be renamed to Schwenk Sverige, in Norway to Schwenk Norge and in Finland to Schwenk Suomi, according to the Latvian News Agency.

The Euro340m deal included one 1.7Mt/yr integrated cement plant in Broceni, Latvia, as well as four aggregates quarries, two cement quarries, six ready-mix concrete plants, one marine terminal and one land distribution terminal in that country. The assets divested also include Cemex’s approximate 38% indirect interest in a 1.8Mt/yr cement plant in Akmene in Lithuania. In addition, the exports business to Estonia is also included as part of the divestment.

Namibia: Singapore’s International Cement Group has acquired a 100% stake in Schwenk Namibia for US$104m. Schwenk Namibia owns a 69.8% share of Ohorongo Cement and a 100% share of alternative fuel supplier EFF, according to the Business Times newspaper. The deal is subject to shareholder and regulatory approval. Previously, a subsidiary of International Cement agreed to build a cement plant Almaty, Kazakhstan as part of a joint venture.

Europe: Cemex has signed a deal to sell its assets in the Baltic and Nordic countries to Germany’s Schwenk for Euro340m. The transaction is expected to complete within the first quarter of 2019, subject to regulatory approval.

The Baltic assets being divested consist of one 1.7Mt/yr integrated cement plant in Broceni, Latvia, as well as four aggregates quarries, two cement quarries, six ready-mix concrete plants, one marine terminal and one land distribution terminal in that country. The assets divested also include Cemex’s approximate 38% indirect interest in a 1.8Mt/yr cement plant in Akmene in Lithuania. In addition, the exports business to Estonia is also included as part of the divestment.

The Nordic assets being divested consist of three import terminals in Finland, four import terminals in Norway and four import terminals in Sweden.

Unsurprisingly the European Commission blocked Duna-Dráva Cement’s (DDC) attempted purchase of Cemex Croatia this week. Merging the country’s biggest cement producer with its largest importer was going to be a challenge for the commission. Whereas in previous transactions the various parties offered business disposals to ease the commission’s concerns, here all they were got was access to a cement terminal in Metković in southern Croatia. And this facility on the Neretva river is currently being leased by Cemex! Clearly this didn’t give the impression of being a long term solution.

Compare this with the merger between Lafarge and Holcim in 2015 where multiple sales were proposed to make sure the deal went through. Or look at the acquisition of Italcementi by HeidelbergCement in 2016 where the parties sold Italcementi’s Belgian subsidiary Compagnie des Ciments Belges to Cementir to make the deal happen. In comparison to these deals the attempt by HeidelbergCement and Schwenk, through their subsidiary DDC, comes across as a calculated gamble designed to test the resolve of the commission. If the commission had somehow passed the proposed acquisition then the companies would have cornered the market. If it turned it down, as it has, then nothing would be lost other than putting together the bid. HeidelbergCement had its mind on bigger things as it bought and then integrated Italcementi.

Commissioner Margrethe Vestager summed up the mood of the commission: “For mergers between direct competitors, we generally have a preference for a clean, structural solution, such as selling a production plant. HeidelbergCement and Schwenk decided not to offer that. Instead they proposed to give a competitor access to a cement terminal in southern Croatia. Essentially, this amounted to giving a competitor access to a storage facility – without existing customers or established access to cement, without brands and without sales or managerial staff.”

Elsewhere, the other big story in the industry news this week was Votorantim’s decision to focus on the lime business in Brazil by adding lime units to some of its existing cement plants. Given the dire state of the local cement and construction industry, initiatives to break the deadlock have been expected. The alternative is plant closures and divestures, such as the ongoing talks by Camargo Corrêa to sell the other big local producer, InterCement. Votorantim plans to build lime units attached to the cement plants at Nobres in Mato Grosso, Xambioa in Tocantins, Primavera in Pará and Idealiza in Goiás. Unfortunately the agricultural areas of the country and ones with cement plants don’t overlay neatly. Cement production is mainly focused in the south-eastern states and Votorantim are targeting the Cerrado, in the centre of the country, for the lime business.

The scale of the project, at US$50m, the scale of the lime business generally and the addition of lime units at cement plants suggest that the pivot to lime can only be a sideline to cement and construction. Given the similarity of the cement and lime production processes the announcement would be much more significant were Votorantim set to convert clinker kilns into lime ones. A notable example of this was at Cement Australia’s Gladstone plant in Queensland, Australia. Here a mothballed FCB-Ciment clinker kiln was converted into a lime kiln in the early 2000s. At the time the cost of the conversion project was valued at just under US$20m. If Votorantim was seriously thinking of doing this at a few of their underperforming cement plants then one would expect the bill to be higher than US$50m. However, it’s early days yet.

The European Commission’s decision to investigate Duna-Dráva Cement’s (DDC) purchase of Cemex Croatia sticks out in a busy news week. There have been a few noteworthy news stories this week from the Indonesian government making preparations to fight overcapacity, LafargeHolcim retreating from Chile, Cemex restructuring its management in Colombia after investigations into a land deal and the announcement of merger plans between two of the larger refractory manufacturers. Yet the commission’s probe is a response to what may be in effect a ‘land grab’ by DDC. How on earth did HeidelbergCement and Schwenk, the joint-owners of DDC, think they were going to pass this one past the relevant competition bodies?!

As the commissions describes it, the “proposed transaction would combine Cemex Croatia, the largest producer in the area, and DDC, the largest importer.” So far, so bad. Then add the observation that Cemex Croatia and LafargeHolcim control all the cement terminals in ports along the Croatian coast. Cemex has three cement plants in the south of the country with no nearby competition. Giving the owners of DDC those assets ties up the market southern Croatia nicely. Understandably, the European Commission has concerns.

Croatia has five cement plants. LafargeHolcim runs a 0.45Mt/yr plant at Koromačno and Nasicecement run a 0.6Mt/yr plant at Nasice. Cemex’s three plants are all in the south near Split within about 10km of each other. When Global Cement visited in late 2014 Cemex Croatia told us that the plants were so close together that the company considered them as one plant. The sites also share one quarry for their raw materials. Only one of three plants, Sv Juraj the largest, has a bagging unit and Sv 10 Kolovoz was mothballed due to poor market demand. Together the plants have a cement production capacity of 1.92Mt/yr. This gives Cemex 65% of the market by production capacity.

Describing the three plants as one certainly makes sense for a company that might have been considering selling them. However, it is a fair comment given the close proximity of the plants to each other and the joint-capacity below that of some of the larger single site multi-kiln plants around the world. In this sense, the real questions for the European Commission will be how much of a dent to competition will it make to hand over the area’s main importer to the area’s main producer?

Graph 1: Cement consumption in Croatia, 2011 - 2015 (Mt). Source: Croatian Bureau of Statistics.

Looking at the national cement market since 2011 in Graph 1 using data from the Croatian Bureau of Statistics, sales volumes fell to a low in 2013 and have picked up since then, although not to the same levels. Prior to this cement sales halved from 2008 to 2013. Under these kinds of conditions Nexe Grupa, the owner of Nasicecement, filed with pre-bankruptcy settlements in 2013. HeidelbergCement expressed interest in the cement assets around this time, although nothing eventually happened. Imports of cement grew by 11% year-on-year to 312,000t in 2015 from 280,000t in 2014. This compares to a 1% increase to 2.36Mt in domestic cement sales in 2015.

As the commission suggests, combining the region’s biggest producer and its biggest importer seems like a recipe for reduced competition and inflated prices. This could be mitigated, in theory, if DDC decided to flood the region with imports from HeidelbergCement’s new assets from Italcementi once it completes its purchase of that company. Although a dominant player in a region undercutting its own prices seems far fetched. Theoreticals aside, it seems very unlikely that the European Commission will let the purchase go ahead without taking some sort of action.