Displaying items by tag: Merger

India: India Cements plans to merge with its subsidiary, Trinetra Cements. N Srinivasan, vice-chairman and managing director of India Cements, said that the company wanted to consolidate cement operations. The merger will also include Trishul Concrete Products and involve selling land near its plants in Tamil Nadu and Andhra Pradesh.

"We will get the benefit of profitability of Trinetra and improve the performance of India Cements," said Srinivasan. He adding that, following the merger, the total cement production capacity of India Cements would rise to 15.8Mt/yr.

For its first quarterly results in 2014 India Cements reported a net loss of US$5.19m. The company has also been under a corporate debt-restructuring scheme since January 2003, which ended in March 2014 with a US$9.69m charge. India Cements has a production capacity of 15.5Mt/yr. It has seven integrated cement plants in Tamil Nadu and Andhra Pradesh, one in Rajasthan (through Trinetra Cements) and two grinding units, one each in Tamil Nadu and Maharashtra.

Indonesia: Holcim Indonesia has delayed the planned merger between two of its units as it is yet to get the go ahead from the stakeholders and the Financial Services Authority. The stakeholders were expected to approve the merger during their annual meeting on 6 May 2014. However, the decision has been postponed until 2 June 2014.

In April 2014 Holcim announced the plan to merge two of its fully-owned cement manufacturing subsidiaries, Bintang Polindo Perkasa and Wahana Transtama, in a bid to improve efficiency. Bintang Polindo Perkasa operates a cement plant with a production capacity of 0.60Mt/yr in Ciwandan, Banten Province, while Wahana Transtama has been inactive since 2006.

A lot has happened since the 4 April 2014 announcement that Lafarge and Holcim intend to become LafargeHolcim. There have been several related announcements from around the global cement industry this week, prompting some interesting discussion with respect to the future look of the industry.

Oyak Group, which operates a number of plants in Turkey, appears to be limbering up for LafargeHolcim-based acquisitions in the UK, the EU or Africa, with aims to become a regional player. Meanwhile, Lafarge has pulled out of talks regarding its proposed acquisition of the Cementos Portland Valderrivas (CPV) plant in Vallcarca, Spain, directly citing the merger as the reason for this. We have also seen Colombia's Cementos Argos purchase a grinding plant in French Guiana, which was jointly-owned by Lafarge and Holcim. Announced just a few days after the merger, this asset was presumably jettisoned in order to avoid future issues with local anti-monopoly authorities. Finally, ACC and Ambuja have announced that they would retain their separate identities in India after the merger.

This flurry of announcements is likely to be just the start of frenzied speculation as the competitors of Lafarge and Holcim work out what assets are most likely to be sold. So what about the multinationals, Cemex and HeidelbergCement?

Cemex certainly has cause for concern, weighed down by the debt that it took on in 2007 with the acquisition of Australia's Rinker. It is in a relatively weak position with respect to acquiring any LafargeHolcim divestments. Could it lose market share? HeidelbergCement, by contrast, has long extoled the virtues of its financial efficiency policies and its diverse and forward-looking geographical spread. It could snap up more strategic assets after the merger. While both of these multinationals will be wary of dealing with an enlarged competitor in LafargeHolcim, they have the opportunity to increase their market shares and both will move up one position in the global cement producer rankings.

It is likely to be the smaller players that have the most to gain from the shedding of LafargeHolcim's various assets, especially those that enjoy strong domestic markets and have cash at the ready. Oyak Group has already entered the ring but what if Nigeria's Dangote, Brazil's Votorantim, Colombia's Cementos Argos or Thailand's SCG go on a spending spree? Could one of these rise to become a new global cement multinational?

However, if we can expect a change anywhere it will be in Spain. Following reports in 2012 that Spanish cement production had crashed to its lowest levels since the 1960s jobs have been shed and profits have evaporated. In 2013 Holcim and Cemex agreed to combine all of their operations in Spain. Roughly, according to the Global Cement Directory 2014, cement production capacity in Spain breaks down as follows: CPV (23%), Cemex (18%), Lafarge (11%) and Holcim (10%). Letting the Cemex-Holcim deal happen, followed by the Lafarge-Holcim merger and the CPV Vallcarca purchase, would have led to a major headache for Spain's competition authorities, creating an entity with 43% production market share! Unsurprisingly the first casualty has been the CPV Vallcarca deal. Whatever happens, the next 18 months will be an interesting period for the global cement industry.

Worldwide: Reuters has reported new details regarding the potential merger of Holcim and Lafarge. The merger would spark some Euro5bn of asset sales worldwide to steer it through antitrust rules.

With operations in 90 countries, Lafarge and Holcim expect to face antitrust scrutiny in 15 jurisdictions, including Brazil, Canada, Ecuador, France, the UK, the US, Morocco and the Philippines. LafargeHolcim could have a market share in excess of 50% in some areas. Even in countries such as the US where it would be smaller, monopoly authorities are likely to become involved.

The deal will help the companies slash costs, trim debt and better cope with soaring energy prices, tough competition and weaker demand that have hurt the sector since the 2008 economic crisis. The groups complement each other well geographically, with Lafarge stronger in Africa and Holcim stronger in Latin America. Emerging markets such as Latin America and Africa will account for 60% of the new group's sales, but no single country will represent more than 10%.

"The new group will offer higher growth and low risk thus creating more value," said Lafarge chief executive Bruno Lafont, who will become CEO of LafargeHolcim. The companies added that they expected total annual savings from joining forces of Euro1.4bn after three years, thanks to economies of scale, better operational efficiency and lower financing costs.

Lafarge and Holcim confirmed that they would sell businesses worth 10 - 15% of the group's earnings before interest, tax, depreciation and amortisation (EBITDA) to satisfy antitrust concerns, worth about Euro5bn in total. Two-thirds of the asset sales would be in Europe, according to Lafont. The companies also have overlapping business operations in Canada, Brazil, India and China.

"We are immediately going to start discussions with the European Commission and other competition regulators in a constructive spirit," Lafont said, adding that the combined company would continue to improve operational performance and that there would be no plant closures associated with the deal.

The expected EBITDA synergies are made up of Euro200m at operational level, Euro340m in purchasing, Euro250m in sales and Euro200m in innovation. On top of this, the company sees Euro200m of savings on financial costs and Euro200m for investments.

Lafarge's largest shareholder, Belgian holding company Groupe Bruxelles Lambert, which has a 21% stake, said that it would support the deal and would hold about 10% stake in the combined group after the transaction was completed. The transaction has the support of core shareholders and is expected to close in the first half of 2015, the companies added.

European Commission spokesman for competition policy, Antoine Colombani, said that the companies had not yet formally notified the European Union about the deal.

Worldwide: More details have emerged over the weekend regarding the proposed merger of Lafarge and Holcim, with the name LafargeHolcim mentioned by key staff. The discussions look set to lead to a company with combined sales of around Euro32bn and earnings before interest, taxes, depreciation and amortisation (EBITDA) of Euro6.5bn.

"This proposed merger is a once in a lifetime opportunity to deliver substantially better value to customers with more innovation, a wider range of products and solutions and more sustainability and enhanced returns to shareholders," said Rolf Soiron, chairman of Holcim. "LafargeHolcim will be uniquely positioned to take advantage of growth in developed markets and the world's fastest growing economies by supplying the materials that will enable the construction industry to meet the challenges of the future."

"By combining Holcim's experienced teams, complementary geographies and innovative expertise with ours, we propose to set up the most advanced group in the construction industry, for the benefit of our clients, our employees and our shareholders," said Bruno Lafont, chairman and CEO of Lafarge. "I am confident that this merger of equals provides a unique opportunity to rapidly create the most advanced platform in our industry with outstanding synergies. With a best-in-class international portfolio, robust balance sheet and strong governance, the new group will offer higher growth and low risk, thus creating more value.'

Unofficial sources have suggested that the weekend's meetings involved detailed discussions regarding the sale of some parts of the companies' assets to conform to national and regional anti-monopoly regulations.

Subject to shareholder and regulatory approvals and other customary authorisations completion is to take place by the end of the first half of 2015.

Worldwide: Holcim has confirmed that Lafarge and Holcim are in advanced discussions regarding a possible combination.

Holcim and Lafarge have stated that, given the strong complementarity of their portfolio and the cultural proximity between the two companies, there is rationale in considering a potential merger that could deliver significant benefits to customers, employees and shareholders. Holcim said that their discussions have been based on principles consistent with a merger of equals, which would build on the strengths and identities of the two companies.

No agreement has yet been reached and no assurance can be given that these discussions will lead to a definitive agreement. Holcim stated that it will inform the public of any material developments in this respect.

India: Following the successful vote to re-structure Holcim's India operations, Ambuja Cements and ACC, the integration of common functions across the two companies has begun.

Holcim wants to eradicate the duplication of roles across the two companies that will aid in savings of US$144m through synergies in supply chain and fixed cost optimisation. The integration will see big changes for some of the two companys' 10,000 employees. Some will be relocated to the group's upcoming facilities as the cement makers have no plans to cut spending.

"The restructuring is about deriving further value from the Indian platform," said Anantharam Gopalkrishnan, vice president for the treasury and tax at Ambuja Cements.

Holcim intends to keep the two brands, Ambuja Cement and ACC, independent. It does not plan to launch the Holcim brand in India or market the two brands with the Holcim tag. When the integration process is completed, which is currently scheduled for 2015, Holcim intends to evaluate the full merger of the operating companies into one unified entity.

India: Domestic institutions, which together hold 9% in Ambuja Cements and have voted against the Ambuja-Holcim merger deal, have left the whole transaction on a knife-edge as Holcim is now banking on foreign funds to rescue it.

For the US$2.32bn deal to go through, Holcim needs approval from the majority of Ambuja Cements' minority shareholders.

This is the first merger and acquisition transaction to go under the hammer of minority shareholders after India's capital market regulator, Sebi, empowered them to approve or reject transactions in February 2013.

The voting process, which ran for three weeks, closed on 19 November 2013 and early indications suggest that most of the Indian minority shareholders have voted against the deal.

LIC, the biggest Indian institutional investor in Ambuja Cements, GIC and other public sector insurance companies have voted against the deal that would enable Ambuja Cements to emerge as Holcim's flagship firm in India.

The exact response of foreign institutions such as Aberdeen, JP Morgan and Oppenheimer, who together own about 30% stake in Ambuja Cements could not be ascertained.

Ambuja Cements declined to comment on the voting results, which will be officially released on 21 November 2013.

India: Holcim has received approval from the Foreign Inevestment Promotion Board (FIPB) to merge holding firm Holcim India with its unit Ambuja Cements as part of a plan to restructure its India operations.

Holcim, which has majority stakes in two leading Indian cement makers, ACC and Ambuja Cements, announced in July 2013 its plan to consolidate operations in a cash and share deal in a two-step process, valued at about US$2296m. However, since Holcim's proposal is more than US$190m, it required approval of the Cabinet Committee on Economic Affairs (CCEA) headed by Prime Minister Manamohan Singh.

Holcim said that as part of the restructuring process, Holcim India's over 50% stake in ACC will go to Ambuja and Holcim's stake in Ambuja will rise to 61.4% from a little over 50% following the merger of Holcim India with Ambuja.

Ambuja Cements would merge Holcim India through cash and share transactions. Ambuja will first acquire a 24% stake in HIPL for US$554.1m.

Brazil: The Portuguese cement production group Cimpor has announced the merger of two of its subsidiaries in Brazil, namely Cimpor Cimentos do Brasil and InterCement Brasil. Both companies are fully and indirectly owned by Cimpor, which itself is controlled by Brazil's Camargo Corrêa. The merger project received the green light of Cimpor's board of directors on 30 January 2013.

"The merger of these two companies in the Cimpor universe will make it possible to create joint value, promoting synergies, leading to improved operating efficiency and quality of services offered to the Brazilian market," said Cimpor said in a statement filed with the Portuguese market regulator.

The deal to merge the two subsidiaries comes after an asset swap between Cimpor, InterCement and Votorantim that took place in 2012.