Displaying items by tag: Divestments

CRH released its third quarter trading statement this week and the results were rosy, especially when compared to its peers in the cement business. Double digit growth in both sales revenue and earnings was reported for the nine month period so far in 2022. The company’s figures mainly attributed this to growth in its Americas Materials and Building Products divisions, although the presentation in its trading update took care to point out that the Europe Materials division had reported growth in the first half of 2022 only for it to run into a slowdown in the third quarter as energy prices increased. Even this wasn’t as bad on a like-for-like basis, with only earnings down in the third quarter in Europe. Chief executive officer Albert Manifold summed it up as follows: “This performance reflects the resilience of our business and the benefits of our integrated and sustainable solutions strategy.”

Manifold’s focus on integrated products was unsurprising given that the group has spent US$3bn in the year to date on businesses that make these kinds of things. These acquisitions have been added to its Building Products division adding to its already strong growth so far in 2022. The big one was the US$1.9bn deal to buy Barrette Outdoor Living, a US-based retailer and distributor of residential fencing and railing products. This was completed in July 2022. Other so-called bolt-on investments in 2022 have reached a total of US$1.1bn for 20 companies including Calstone, Hinkle, Rinker and Normandy in outdoor living, road and critical utility infrastructure sectors.

At the same time the group divested its architectural glass Building Envelope business for an enterprise value of US$3.8bn to private equity company KPS Capital Partners. That deal was completed in May 2022. On a smaller scale, it is also worth noting that Thomas Gruppe announced in early November 2022 that it had signed a purchase agreement to buy Opterra Zement and Opterra Beton. This includes the integrated Karsdorf cement plant, the decommissioned Sötenich grinding plant and the Neufahrn ready-mix concrete plant. However, there was no mention by Thomas Gruppe of the integrated Wössingen plant operated by Opterra Wössingen. Neither Opterra or CRH appears to have commented on this publicly yet though.

How CRH tweaks its business portfolio is interesting in comparison to the other cement companies. As Global Cement Magazine has covered recently, Holcim is bulking up a fourth business in light building materials and Cemex, Heidelberg Materials and others are similarly diversifying away from cement production to various degrees. CRH has generally held a more mixed portfolio away from the heavy materials trio of cement-concrete-aggregates over the last decade. However, it concentrated more on heavy materials when it picked up assets divested in the merger of Lafarge and Holcim in 2015. Since then it has been steadily pulling out of developing markets and focusing on North America and Europe. So, to see CRH moving out of the building envelope sector at the same time as Holcim and others dive in is a clear difference in approach.

The other point to highlight is that Manifold links sustainability to the group’s integrated products plan in his quote above. Earlier in 2022 the company revealed a new 25% reduction target in absolute CO₂ emissions by 2030, that has been certified by the Science Based Targets initiative (SBTi), and a continued goal of becoming net-zero by 2050. It clearly takes sustainability seriously as Manifold was also previously the president of the Global Cement and Concrete Association when it was set up in 2018. Other indicators include the company’s use of an internal carbon price as indicated in its 2021 sustainability report. It also mentioned here that 43% of its direct CO₂ emissions were covered under an emissions trading scheme. One implication here is that focusing on doing business in developed markets means that the group has to take its CO₂ emissions seriously, as legislators in these places do too.

CRH is one of the largest building materials companies in the world and its cement business has grown and shrunk a little over the last decade. Despite this it remains in the top 10 of cement producers globally based on production capacity. Its purview of multiple markets in building materials continues to make it a company to watch as the more traditional heavy materials cement companies adjust their own product portfolios.

Brazil: Holcim has closed the sale of its business in Brazil to Companhia Siderúrgica Nacional (CSN) for an enterprise value of US$1.025bn. The deal was closed following approvals from the Brazilian authorities. This transaction includes Holcim’s five integrated cement plants, four grinding units, six aggregates sites and 19 ready-mix concrete facilities.

Holcim said that Latin America remains a core strategic growth region for the group. In the first half of 2022 it completed a new cement production line in El Salvador and significantly expanded its aggregates operations in El Salvador, Ecuador and Colombia. The company also continued to expand its Disensa retail network across the region with over 2000 stores now open across eight countries.

Australia: BGC has cancelled its latest attempt to sell the company, blaming the decision on labour shortages and supply chain disruption. It said it had received “very strong interest from a range of parties” but had made the decision based on poor market conditions, according to the West Australian newspaper. A shortage of skilled tradespersons in West Australia is negatively affecting the local home construction sector and reducing BGC’s value consequently. A second attempt to sell the company started in April 2022 with Macquarie Capital appointed to run the process. The company plans resume its sale in 2023 when market conditions have improved.

A disturbing story has emerged this week concerning attempts by an unknown party to seize control of Holcim Russia. The situation marks a dangerous new phase for multinational companies operating in Russia. This includes a number of building materials producers and their suppliers.

The public side of events started on 26 July 2022 when Holcim Russia announced on its website that a legal case concerning an unpaid loan against it had been initiated at a court in Chechnya and that someone was also trying to change ownership documents with the Federal Tax Service. This was then followed by an interview by Forbes Russia with the new alleged owner of the construction materials company explaining how he had made the so-called acquisition. Holcim Russia immediately hit back hard with multiple and well researched reasons why this couldn’t be so. These included the supposed private investor’s apparent lack of a business past, a long criminal history, psychiatric records, social media accounts of an individual of seemingly modest means and so on. Kommersant FM has since reported that the court in Chechnya took the side of the asset raider but that both the Federal Security Service (FSB) and the Ministry of Industry and Trade are now investigating the case.

Taking loans from a mystery businessman with no apparent past does not look credible for a multinational like Holcim and its subsidiaries. This particular method was also flagged up by one of the legal sources quoted by Kommersant FM as a recognisable corporate scam in Russia dating back to the 2000s. What is more certain is that Holcim reported that it had a 100% interest in Holcim Russia in its annual report for 2021. It then said it was going to leave the Russian market in late March 2022 following the start of the war in Ukraine a month earlier. By May 2022 it said that it had attracted the interest of 30 possible buyers. Only this week Holcim’s chief executive officer Jan Jenisch confirmed in the company’s second quarter conference call that divestment discussions were 'active' and ongoing with a 'solution' expected in the coming months. The timing of Holcim Russia’s sudden difficulties is therefore noteworthy given that a potential buyer has not yet been publicly announced.

Whoever has tried their luck at taking over Holcim Russia has done so at a time when anti-Western sentiment is high in Russia. For example, the government attempted to pass a new law seizing the assets of Western companies trying to leave the country in July 2022. Any intervention by the authorities is likely to take some of this into account and they may be wary of helping an organisation with perceived European links. Naturally, the nationalist card was played up in the interview with Forbes Russia. For its part, Holcim Russia has commented that the ongoing 'illegal action' might lead to production delays for building materials supporting key housing and infrastructure projects. Whatever is going on it must be a tense time for Holcim Russia and its 1500 employees. We’ll leave the last word to Holcim Russia’s general manager Maxim Goncharov who has described the situation as the “theatre of the absurd.” He is not wrong.

Turkey: Çimsa Çimento has completed the divestment of its 1Mt/yr Kayseri and 1.2Mt/yr Niğde integrated cement plants and its Ankara grinding plant to Fernas Group. The transaction was valued at Euro110m. The sale was originally announced in mid-June 2022.

Turkey: Fernas Group has acquired Çimsa Çimento’s 1Mt/yr Kayseri and 1.2Mt/yr Niğde integrated cement plants and Ankara grinding plant, as well as ready-mix concrete assets in Aksaray, Ambar, Basakpinar, Cirgalan, Ereğli, Nevsehir and Kahramanmaras. Reuters News has reported the pre-tax value of the deal as US$110m.

Zimbabwe: Holcim subsidiary Associated International Cement has entered into a binding agreement to sell its 76% stake in Lafarge Zimbabwe to Fossil Mines for an undisclosed amount. Five bidders were competing for the cement company, according to the Business Times newspaper. These companies included three China-based companies as well as local ones. China-based Huaxin Cement was reportedly one of the Chinese bidders.

Holcim agreed to sell its Indian assets to Adani Group this week for US$6.37bn. These include Holcim’s stakes in its local subsidiaries Ambuja Cement and ACC. The deal, if approved by the local competition body, should complete in the second half of 2022. This is one of the larger sales of cement company assets over the last decade. Adani Group, an Indian-based conglomerate with businesses across energy, transport and more, is now poised to become the second largest cement producer in India.

Global Cement Weekly previously covered a potential sale of Ambuja Cement and ACC in April 2022 when the story that Holcim was looking for a buyer first emerged in the Indian press. At the time local press speculated that the sale could generate as much as US$15bn for Holcim. So it is interesting to see that a figure of US$6.37bn has been agreed upon instead, less than half of the speculative figure. Roughly, as ever, this places a value of a little below US$100/t of cement production capacity. This seems like a relatively low pricing for these plants by international standards over the last decade. However, this doesn’t take into account many factors such as, for example, the condition of the plants, Holcim’s desire to change its business, the ease of selling up in India all in one go, other non-cement assets and so on. For Adani Group though, buying into heavy building materials production in a large market like India clearly seemed attractive. It is also worth noting that, similar to other cement sector acquisitions recently, here again is a buyer with a background in another carbon-heavy industry buying into another heavy emitter.

Table 1: Selected large scale acquisitions of controlling shares in non-Chinese cement production assets since 2012. Source: Global Cement news and company releases. Italcementi acquisition value reported by Reuters.

Table 1 above provides some historical context to Adani Group’s agreed acquisition by comparing it to other large completed deals in the cement sector over the last decade. Don’t forget that it is only looking at this from the cement sector. This list excludes changes in ownership in the Chinese cement companies in this period because, generally, there has been a government-driven consolidation in the industry through mergers rather than large-scale acquisitions. So, for example, the world’s current biggest cement producer CNBM had a reported production capacity of 350Mt/yr in 2012 and this rose to 514Mt/yr in 2020 as it absorbed other state-owned companies. The big merger it underwent during this time was with China National Materials (Sinoma) in 2018, primarily an engineering company that also produced cement.

The most obvious trend in Table 1 is the journey of Lafarge and Holcim from their merger in 2015 and the gradual realignment of the business subsequently. During this time the company has sold up in large markets outside of its core regions in Europe and North America. Latterly, it has also started to diversify away from heavy into lightweight building materials. One notable ‘nearly happened’ was LafargeHolcim’s attempt to sell its business in the Philippines to San Miguel Corporation for US$2.15bn in 2019. That deal collapsed when the Philippines Competition Authority failed to approve it within a year of its proposal. CRH enlarged itself from assets sold during the creation of LafargeHolcim and then picked up Ash Grove in the US in 2018. CRH’s head Albert Manifold memorably said in 2018 that his company was focusing on markets in developed countries and CRH’s large-scale acquisitions have largely followed this.

As for the others, HeidelbergCement’s purchase of Italcementi in 2016 almost appeared as a riposte to the formation of LafargeHolcim, albeit on a slightly smaller scale. It confirmed HeidelbergCement’s place as the world’s second largest non-Chinese cement producer. It is also one of the minority of truly multinational acquisitions on this list. Unlike LafargeHolcim and now Holcim though, HeidelbergCement hasn’t exhibited a desire to downsize or diversify at quite the same speed. UltraTech Cement’s acquisition of Jaiprakash Associates in 2017 confirmed its place as the largest Indian producer. That deal was publicly one of the longer lasting one as it originally started out in at least 2014 on a smaller scale and was later slowed down by the Mines and Minerals (Development and Regulation) (MMDR) Amendment Act. Smikon’s purchase of Eurocement in 2021 almost looks like part of the isolation of the Russian economy, especially with the benefit of hindsight given by the invasion of the Ukraine in early 2022.

Mega-deals have lots of moving parts but two of the most tangible to broader audiences are the price and the timing. Cemex infamously got both of these wrong with its acquisition of Rinker in 2007 as it paid high just as the US subprime mortgage crisis started a wider global financial one. This was despite Cemex’s emergence over the previous 15 years as a multinational force to be reckoned with due in part to the so-called ‘Cemex Way’ approach to management, acquisitions and integration. Clear winners from the big acquisitions over the last decade are harder to spot but CRH and UltraTech Cement look strong so far. Adani Group has certainly picked a lively time to make a purchase on this scale following a global pandemic with ongoing global supply chain issues and disruptions to energy and food markets.

Russia: Holcim said that it has received interest from over 30 possible buyers for its Russian business. The group announced that it would sell the assets, including three cement plants, in March 2022, after the Russian invasion of Ukraine on 24 February 2022.

Chief executive officer (CEO) Jan Jenisch said that the sale would need to be handled ‘with very great diligence.’ He continued "We don't expect to write it off completely. I would hope this business has a value." Jenisch asked investors and commentators to ‘give us a couple of months’ to ‘get more clarity.’

India: UltraTech Cement has taken legal advice for its planned bid for Holcim's Indian business and says that it will volunteer to divest 15Mt/yr-worth of cement assets in order to accelerate the Competition Commission of India (CCI) approval process which would follow on from the acceptance of any offer. The Economic Times newspaper has reported that UltraTech Cement has filed five long form merger notifications for acquisitions of this type since 2013. These included its purchases of Binani Cement and Century Cement, and of Jaypee Group's Gujarati cement assets.

The Financial Express newspaper has reported that fellow contender Adani Group has offered 'more than' US$10bn for the assets, while JSW Group plans to offer US$7bn. BusinessLine Online News has reported that a fourth company, steel producer ArcelorMittal, has also held initial talks with Holcim over the assets.

In considering possible competition issues arising under any future deal, the CCI will factor in planned and upcoming cement capacity. In Gujarat, where Holcim India subsidiaries ACC and Ambuja Cements operate 6.8Mt/yr-worth of capacity, Adani Group plans to build a new 10Mt/yr cement plant at Lakhpat.