Cemex, S.A.B. de C.V has announced that one of its indirect subsidiaries, Sierra Trading, will present an offer and take-over bid to all shareholders of Trinidad Cement Limited, a company publicly listed in Trinidad and Tobago, Jamaica and Barbados, to acquire up to 132 616 942 ordinary shares in TCL for TT$4.50 in cash per TCL share, which together with Sierra’s existing share ownership in TCL of approximately 39.5%, would, if successful, result in Sierra holding up to 74.9% of the equity share capital in TCL.
Full acceptance of the Offer would result in a cash payment by Sierra of approximately TT$597 million (US$89 million). The Offer price represents a premium of 33.1% over the 1 December 2016 closing price of TCL’s shares in the Trinidad and Tobago Stock Exchange.
Among other conditions, the Offer will be conditional on Sierra acquiring at least an amount of TCL shares that would allow Cemex to consolidate TCL. Unless extended, the Offer period is expected to close on 10 January 2017.
If the Offer is successful, TCL will continue operating as usual. Additionally, TCL will be maintained as a publicly listed company on the Trinidad and Tobago Stock Exchange with the benefit of a strong local shareholding together with the enhanced benefit of proven management and operational expertise from Cemex.
TCL’s main operations are in Trinidad and Tobago, Jamaica and Barbados. TCL is the majority shareholder of Caribbean Cement Company Limited, a main cement producer in Jamaica.
As of 30 September 2016, TCL and its subsidiaries had EBITDA of approximately US$77 million for the last twelve months, net debt of approximately US$113 million, representing a net financial leverage of approximately 1.5x. If the Offer is successful, TCL would be consolidated by Cemex.
“This Offer represents a clear sign of our commitment to TCL and the region. In addition, although we believe that our Offer is attractive given the premium to the current share price, as part of this commitment, it is also important to us that TCL remains a listed company, so that local investors can continue to benefit from the development of TCL in the future,” said Fernando A. Gonzalez, CEO of Cemex. “We look forward to continuing our strong relationship with TCL.”
Read the article online at: https://www.worldcement.com/the-americas/08122016/cemex-announces-take-over-bid-for-trinidad-cement/