Displaying items by tag: Merger
Europe: Holcim is considering offering its shareholders a sweetener to win their approval for a planned merger with Lafarge, according to Swiss newspaper Sonntagszeitung.
Sonntagszeitung said that Holcim was looking at several 'creative methods' to sway its shareholders into backing the deal, including a generous special dividend or a share buyback, instead of trying to alter the terms of the deal, which involves a one-to-one share swap. However, Holcim's chief executive Bernard Fontana said that the merger agreement did not contain any mechanisms by which the terms could be automatically adjusted. Sonntagszeitung said that Holcim was considering the sweetener in response to opposition from its shareholders to the deal, which hinges on investor approval for a capital increase for financing.
LafargeHolcim asked to divest assets in eastern India by CCI
23 February 2015India: The Competition Commission of India (CCI) has requested that LafargeHolcim divest some of its units, including limestone reserves, to prevent a monopoly in eastern India.
When Lafarge and Holcim initially announced their intention to merge operations in April 2014, they proposed a series of asset divestments in countries where they had a significant market share, but India was not among them.
After prima facie investigations by the CCI revealed that the combination would likely have an appreciable adverse effect on competition, especially in eastern India, the CCI launched, what it calls, Phase II investigations. It put the merger proposal in public scrutiny under Section 29(3) of the Competition Act, 2002 and invited comments from stakeholders including competitors. The CCI has now stated that the merger proposal is fine, but certain assets must be divested in eastern India.
According to local media, the assets can be sold to a company that is not a competitor. LafargeHolcim has 30 days to respond to the CCI's suggestions.
Potential merger of Ambuja Cement, ACC and Lafarge India
19 February 2015India: Ambuja Cement, ACC and Lafarge India may merge as part of the proposed global merger of Lafarge and Holcim, according to local media. The plan is still at an early stage and LafargeHolcim have mandated investment bank Lazard to advise on the restructuring of their Indian operations. The most likely option is the merger of ACC, Ambuja and Lafarge India into one listed entity to create the largest cement company in India. The combined cement production capacity of the three subsidiaries would be some 70Mt/yr.
As part of the new restructuring proposal, LafargeHolcim may reassess Holcim's restructuring of ACC and Ambuja, which was announced in 2014 and is currently incomplete. As part of the plan, shareholders of Ambuja had approved ACC's stake acquisition from Holcim.
Cofece approves LafargeHolcim merger
16 February 2015Mexico: The National Competition Commission (Cofece) in Mexico has approved the merger between Holcim and Lafarge, as it does not see any risk to free competition in the country. Lafarge operates in Mexico via ELC Tenedora de Cementos, which it sold to Elementia on 16 December 2014.
CCI to decide on LafargeHolcim merger in February 2015
20 January 2015India: The Competition Commission of India (CCI) will soon decide on the proposed merger of Lafarge and Holcim, according to CCI chairman Ashok Chawla on 19 January 2015. "The final order on the case should be out within a month," said Chawla.
The CCI is examining the merger as it raises competition concerns. In a joint filing to CCI, Lafarge and Holcim had said that they would continue to face aggressive competition from Indian cement makers such as UltraTech, Shree Cement and Jaypee at a pan-India level.
The total installed capacity of cement in India is about 350 Mt. Domestic consumption, which stood at 242Mt in 2011 - 2012, was expected to increase to 265Mt in 2012 - 2013.
EU approves LafargeHolcim merger
16 December 2014Europe: The European Commission (EC), the European Union's antitrust authority, has approved the proposed merger of Lafarge and Holcim, subject to asset sales by both companies in regions where their activities overlap. The EC's approval is conditional upon the divestment of Lafarge's businesses in Germany, Romania and the UK. Holcim is required to divest its operations in France, Hungary, Slovakia, Spain and the Czech Republic. The proposed transaction concerns assets worth several billion Euros and will create the world's largest cement producer with operations in 90 countries.
"The Commission had concerns that the transaction, as originally notified, would have had a detrimental effect on competition in a significant number of markets in the European Economic Area (EEA)," said the EC. "The commitments offered by the two companies address these concerns."
According to the EC, its assessment found that the merged entity would have faced insufficient competitive pressure from remaining players in many markets. This would have brought a risk of price rises. In order to prevent a negative impact on competition, the companies have committed to divesting most of the operations where their activities overlap. Further, the EC said that Holcim and Lafarge will not be allowed to close the deal until it has approved the buyers of the assets put up for sale.
In April 2014, Holcim and Lafarge announced their plan to combine through an all share merger of equals to create LafargeHolcim, with nearly Euro32bn in sales. The proposed combination would be structured as a public exchange offer initiated by Holcim for all outstanding shares of Lafarge on the basis of a 1 for 1 exchange ratio. The companies also agreed to have equal dividends on a per share basis between announcement and completion. The offer would be subject to Holcim holding at least 2/3rd of the share capital and voting rights of Lafarge.
Cade establishes conditions for LafargeHolcim merger
12 December 2014Brazil: The Conselho Administrativo de Defesa Econômica (CADE) has approved, with conditions, the merger of Holcim and Lafarge in Brazil. CADE has stated that the companies would have to sell 31% of their installed capacity. The plants to go are based in the States of Minas Gerais (Pouso Alegre, Arcos, Matozinhos, Santa Luzia) and Rio de Janeiro (Cantagalo, Santa Cruz), which have a total of 3Mt/yr of cement production capacity.
PPC receives merger proposal from AfriSam
11 December 2014South Africa: PPC, South Africa's largest lime and cement maker has said that AfriSam, its competitor, has proposed a merger between the two companies. AfriSam's proposal was conditional and non-binding and prompted PPC's shares to surge on 10 December 2014. This was reported by local media as a sign that the market likes the idea of the merger.
PPC said that its board of directors was currently considering the proposal and would make a further announcement in due course once it has concluded its consideration of the proposal. The firm has been in a state of flux in 2014 due to protracted boardroom wrangling.
Tokyo Cement to merge with Fuji Cement
04 December 2014Sri Lanka: Fuji Cement, one of the subsidiaries of Tokyo Cement, which functions as independent company, will go for a strategic merger as a single entity with effect from February 2015. Harsha Cabraal has become the new chairman of the company.
After the merger, the new entity will be named Tokyo Cement Company Lanka Plc. For the merger the companies will cancel the status capital and asset and liability of Fuji Cement and are now waiting for the Company Registrar's approval to go ahead with the merger.
Tokyo Cement (Lanka) plc is a Sri Lanka-based company engaged in the manufacturing and selling of cement and ready mixed concrete to the local market. Its product lines include Nippon Ordinary Portland Cement (OPC), Tokyo Super Ordinary Portland Cement, Tokyo Super Portland Pozzolana Cement and Tokyo Super Masonry Cement.
As of 31 March 2012, Tokyo Cement had four subsidiaries, namely Tokyo Super Cement Company Lanka (Pvt) Limited, Fuji Cement Company (Lanka) Limited, which were both engaged in manufacturing and selling cement; Tokyo Cement Power (Lanka) Limited, which was still in gestation stage and Tokyo Cement Colombo Terminal (Pvt) Limited, which was active in the import and distribution of cement.
Holcim and Lafarge negotiate merger conditions with Cade
20 November 2014Brazil: Holcim and Lafarge are actively negotiating an agreement with Brazil's anti-trust council, Conselho Administrativo de Defesa Econômica (Cade), to gain approval for their merger.
The deal involves divestitures of 31% or 3.6Mt/yr of Lafarge and Holcim's joint cement production capacity in Brazil. The assets could be sold to single company or several bidders. Holcim is still bound to pay Cade a US$197m fine that was imposed due to cartel practices. Lafarge paid US$16.7m to Cade in 2007 to end the investigation into its practices.