Holcim and Lafarge have been working with the European Commission to see their merger through the Phase I investigation, which looks into the potential impact the merger would have on market competition. Having presented a list of proposed investments in October, today the companies announced that the European Commission has approved the proposal with only a slight change in the divestment plans in France. The divestments now look like this:
- France: in metropolitan France, all of Holcim’s assets, except for its Altkirch cement plant and aggregates and ready-mix sites in the Haut-Rhin region, and a grinding station of Lafarge in Saint-Nazaire; Lafarge’s assets on Reunion island, except for its shareholding in Ciments de Bourbon.
- Germany: Lafarge’s assets.
- Hungary: Holcim’s operating assets.
- Romania: Lafarge’s assets.
- Serbia: Holcim’s assets.
- Slovakia: Holcim’s assets.
- United Kingdom: Lafarge Tarmac assets with the exception of its Cauldon plant and certain associated assets.
- Canada: Holcim’s assets.
- Mauritius: Holcim’s assets.
- The Philippines: Major stockholders of Lafarge Republic, Inc. (namely Lafarge Holdings Philippines, Inc., South Western Cement Ventures, Calumboyan Holdings, Inc., and Round Royal, Inc.) intend to offer to sell their respective shares in the corporation to potential third party buyer(s), subject to agreement on the terms and conditions of the sale and completion of the global merger between Holcim Ltd. and Lafarge SA. In parallel, Lafarge Republic, Inc. will study, consider and negotiate the sale to Holcim Philippines Inc., of LRI’s (i) investment in Lafarge Iligan, Inc., Lafarge Mindanao, Inc. and Lafarge Republic Aggregates, Inc., (ii) Star Terminal at the Harbour Center, Manila, and (iii) other specific assets, contracts or businesses as may be identified and negotiated between the parties.
- Brazil: assets from both Holcim and Lafarge, which include three integrated cement plants and two grinding stations (with a total of 3.6 million t annual cement capacity), as well as some ready-mix plants located in the southeastern region of Brazil.
Professor Dr Wolfgang Reitzle, designated Chairman of the Board of Directors and Bruno Lafont, designated CEO of the future combined company, said: “We are very pleased with the positive decision of the European Commission. It also reflects the quality of the preparatory work performed by both teams so far in creating the most advanced company in our industry. With this decision, we remain firmly on track for a closing in the first half of 2015.”
Initial bids for assets have been made, and binding bids are due next month. Potential buyers for the European assets will have to be pre-approved by the European Commission. The divestments remain subject to the completion of the merger, including a successful public exchange offering and approval by Holcim’s shareholders in the 2Q15.
In the press release announcing this latest development, the companies state: ‘The divestment process will be carried out in the framework of the relevant social processes and the ongoing dialogue with the employee representatives’ bodies. In the remaining jurisdictions where regulatory clearance is still pending, both companies will continue to cooperate with the relevant authorities to satisfy regulatory requirements. The closing of the planned merger is expected in H1 2015, with the aim of creating the most balanced and diversified portfolio in the industry, operating in 90 countries and creating superior value for its stakeholders and customers.’
Adapted from press release by Katherine Guenioui
Read the article online at: https://www.worldcement.com/europe-cis/16122014/lafarge-holcim-merger-cleared-in-europe-18/