Displaying items by tag: Acquisition
Obstacles for Obajana
26 October 2022Dangote Cement’s Obajana plant has been the focus of an argument between the cement producer and the Kogi State Government (KSG) in recent weeks. The integrated plant was forced to close in early October 2022 and then reopened in mid-October 2022 following an order by the Federal Government. The dispute then entered a legal phase, with the state government taking Dangote Cement to court. The case is ongoing.
The current stage of the disagreement dates back to late August 2022 when the Kogi State House of Assembly reportedly set up a committee to investigate the shares that the state owned in Dangote Cement and other organisations as part of an initiative to examine tax revenue from mining companies. By the end of September 2022 this had turned into a discussion about how exactly Dangote Cement had originally acquired its shares in the Obajana cement plant in Kogi state as well as how much tax it was paying. In early October 2022 the local government ordered the closure of the plant. Events then turned nasty as local vigilantes attacked the plant and hurt some of its staff. In the general unrest that followed the Kogi State House of Assembly was destroyed in a fire. The plant partially reopened fairly quickly and then fully once the Federal Government intervened. Legal action was then started at the Kogi High Court.
Unusually for this kind of disagreement both sides have published detailed information on their respective arguments. Dangote Cement’s parent company Dangote Industries outlined how it originally came to build and own the Obajana cement plant. In short, it signed deals in 2002 and 2003 to buy a 100% stake in Obajana Cement from the KSG, before the plant was built, with the proviso that the state could later buy a 5% share within five years. Dangote Industries then independently financed and built the plant and Obajana Cement later became Dangote Cement. Crucially, according to Dangote Industries, KSG never bought its 5% share. On the opposing side, the KSG has published what it says is the original contract and annexes that it signed with Dangote Industries. This agrees with some of what Dangote Industries has said, especially the part about the option to buy a 5% stake within five years. However, according to reports in the local press, KSG is attempting to persuade the judiciary to cancel the original contract on the grounds that it lacked clear consideration of what should pass from the state to Dangote Industries in return for giving the latter full ownership of Obajana Cement. In other words, the KSG is querying whether the contract is valid given that it received apparently nothing for giving a company away.
The Obajana cement plant was later built and it became operational in 2007. Today it is the largest cement plant in Nigeria and one of the largest in Africa. It produces around a third of the country’s cement and this is why its closure earlier in October 2022 became a national issue. Since the early 2000s Dangote Cement has become the biggest cement producer in Sub-Saharan Africa. It is both a success story for the region and the world.
There may be issues with the perceived or actual contribution Dangote Cement is making locally in Kogi State. These are the kinds of issues that both companies and governments contend with continually. Companies consider where it is cost effective to place investments and governments try to entice them. It is possible that the KSG gave Obajana Cement to Dangote Industries in what it retrospectively considers is a poor deal. It is also possible that Dangote Cement has not paid sufficient tax, although it strongly denies this, and the KSG seems to have moved on from this line of attack. What may be the bigger issue here is if Dangote Cement is perceived to have not paid its dues in Kogi State. However, it seems odd that the KSG would suddenly decide to go after Dangote Industries nearly 20 years after agreeing to the deal. It also seems strange that no lawyer for either party flagged the consideration issue at the time. Thankfully calmness has now prevailed in the state and the cement plant remains open. It is for the courts to decide the validity of the original contract between Dangote Industries and the KSG.
Thomas Gruppe acquires Opterra Zement and Opterra Beton from CRH
26 October 2022Germany: Ireland-based CRH has agreed to sell its subsidiaries Opterra Zement and Opterra Beton to Thomas Gruppe. Thomas Gruppe expects to complete its acquisition of the businesses later in 2022. Opterra Zement owns the 1.4Mt/yr Karsdorf, Saxony-Anhalt, cement plant and 0.5Mt/yr Sötenich, North Rhine-Westphalia, grinding plant, the latter of which is closed. Opterra Beton operates the Neufahrn, Bavaria, ready-mix concrete batching plant.
Thomas Gruppe said "For years, we have been pursuing a steady and long-term growth course in the field of cement and precast and ready-mix concrete. In the cement segment, our competitive position improved significantly with the purchase of the Erwitte (North Rhine-Westphalia) plant in 2017. Together with the grinding plant in Dorndorf (Thuringia), we have achieved a significantly larger area coverage in Germany, and also in the Netherlands, and benefit from synergy effects." It continued "We would like to continue on this growth course. An opportunity like the one to take over the cement plant in Karsdorf does not come often. The Karsdorf plant, with its gigantic limestone deposits, its market position of well over 1Mt/yr of cement and its experienced team, enables us better to supply our customers, and to leverage improvement potential. In addition, Karsdorf is of sufficient size for us to install CO2 separation technology in its production of clinker for the Dorndorf grinding plant." Thomas Gruppe concluded "We are convinced that cement will become a clean building material and believe in its future."
Taiheiyo Cement agrees to buy Denka’s cement business
26 October 2022Japan: Taiheiyo Cement has agreed to buy the cement business of chemicals company Denka for an undisclosed sum. Denka operates an integrated plant in Itoigawa City, Niigata Prefecture where Taiheiyo Cement’s subsidiary Myojo Cement also operates a plant. The three companies have been working on a joint-development plant for local limestone resources since 2018. However, Denka has decided to leave the cement market due to poor local demand and the necessity of upgrades at its plant from 2025 onwards.
From April 2023 cement sold from Denka’s Omi plant will carry the Taiheiyo Cement brand name. Taiheiyo Cement and Myojo Cement have also agreed to continue supplying Denka’s other businesses, such as carbide production, with limestone from 2025. Denka will send by-products and other waste streams to the cement producer. Finally, Taiheiyo Cement, Myojo Cement and Denka will carry on developing the local limestone resources near to Itoigawa City.
Kogi State government takes Dangote Industries to court
21 October 2022Nigeria: The government of Kogi State has filed a lawsuit against Dangote Cement's parent company Dangote Industries. The state government claims no payment was received for Dangote Cement's acquisition of the Obajana cement plant upon its privatisation in 2002, according to the Advocate newspaper. If the legal case is successful it could void the cement producer’s contract with the state government.
The National Security Council ordered the reopening of the Obajana cement plant in the national interest on 14 October 2022, following its closure by order of the Kogi State Assembly.
India: Adani Group's flagship company, Adani Enterprises, has clarified that it is 'not evaluating' the possibility of acquiring Jaypee Group's cement business. Bloomberg has previously reported that Adani Enterprises was in 'advanced talks' to acquire the 10Mt/yr-capacity business for US$606m.
JSW Cement to build 5Mt/yr in new cement capacity in Madhya Pradesh and Uttar Pradesh
12 October 2022India: JSW Cement has announced a planned US$389m investment in the construction of a new integrated cement plant in Madhya Pradesh and a grinding plant in Uttar Pradesh. Together, the plants will have a cement capacity of 5Mt/yr.
The Economic Times newspaper has reported that JSW Cement's acquisition of Springway Mining has given it access to 106Mt of new limestone reserves, with a mining lease until 2065.
Competition body blocks Heidelberg Materials’ acquisition of majority stake in Tanga Cement
12 October 2022Tanzania: The Fair Competition Tribunal (FCT) has blocked an attempt by Heidelberg Materials to buy a 68% stake in Tanga Cement for around US$59m saying it was contrary to the law. The Germany-based building materials producer announced in October 2021 that it had agreed to buy Tanga Cement from South Africa-based AfriSam via various subsidiaries, according to the Citizen newspaper. The Fair Competition Commission (FCC) provisionally approved the transaction but required the buyer to keep the operations of Tanga Cement running, to continue producing and promoting the Simba Cement (Tanga Cement) brand and to keep employing the existing staff at Tanga Cement. However, Chalinze Cement Limited and the Tanzania Consumer Advocacy Society opposed the decision due to a potential reduction in market competition and successfully made an appeal to the FCT.
In a statement Tanga Cement said that Heidelberg Materials and AfriSam were, “considering how to proceed, but the FCT ruling has placed the acquisition at great risk of not being implemented.” It added that the parties were waiting for a formal ruling from the FCT and would then seek further advice on how to proceed.
JSW Cement to acquire Springway Mining for US$57.9m
11 October 2022India: India Cements has agreed to sell Springway Mining to JSW Cement for US$57.9m. Springway Mining is currently building an integrated cement plant in Damoh, Madhya Pradesh, with dedicated limestone reserves in nearby Panna.
India Cements has received US$45.4m-worth of its payment for the business, and expect to receive the outstanding US$12.5m by 31 December 2022.
Adani Group to acquire Jaiprakash Associates for US$606m
10 October 2022India: Adani Group and Jaiprakash Associates are reportedly in 'advanced talks' over the latter becoming Adani Group's latest cement sector acquisition at a price of US$606m. Reuters News has reported that Jaiprakash Associates' board of directors approved the sale of the company on 10 October 2022. Adani Group plans to buy the business via one of its newly acquired cement subsidiaries.
Adani Group is also planning a US$7.9bn investment package in a Rajasthan cement plant expansion, solar power plant project and airport upgrade. The solar power plant has a planned capacity of 10GW. Adani Group owns the 1.8Mt/yr Rabriyawas cement plant and the 5Mt/yr Lakheri cement plant in Rajasthan. The group plans to raise US$10bn to fund its growth plans. Potential investors in 'early talks' with the group include Singaporean sovereign wealth fund Temasek Holdings.
Adani Group completed its acquisition of ACC and Ambuja Cements for US$10.5bn in September 2022.
San Miguel Equity Investments acquires 89% Eagle Cement stake
07 October 2022Philippines: The board of directors of Eagle Cement has acknowledged the acquisition of 89% of the producer's issued shares by San Miguel Equity Investments (SMEI). SMEI has conducted a mandatory tender offer for the remainder of Eagle Cement's shares. The board adopted three resolutions, namely to extend its cooperation to SMEI, to voluntarily delist its shares on the Philippine Stock Exchange (subject to SMEI's acquisition of more than 90% of shares) and to hold a special meeting of its shareholders.