Kalahari Cement Limited (the Kalahari Cement Limited) has signed a binding agreement to acquire from the two shareholders, Allied International Cement Limited (the Associated International Cement Ltd; AIC) and Cementia Holdings (Cementia Holding AG) acquired a 28.2% stake in East African Portland Cement East African Portland Cement Plc (EAPC), Kenya's second-largest cement manufacturer.
According to the agreement, Kalahari Cement will acquire 26,324,884 ordinary shares at a price of KSh27.30 per share through an off-market transaction, with a total transaction value of about KSh717 million. The price represents a 42.5% discount to East African Portland Cement's closing price of 47.50 Kenyan shillings on the Nairobi Securities Exchange (NSE) on July 31, 2025.
Kalahari Cement is a Special Purpose Vehicle (SPV) established for the acquisition. Supported by Pacific Cement Co. Ltd. (Pacific Cement Ltd) and entities associated with Merchant Ebrahim Abdullah Munif. Ebrahim Abdullah Munif has cement operations in Kenya, Tanzania, Mauritius and Zambia. AIC and Cementia, both linked to Holcim, agreed to sell their 28.2% stake, which has been held for decades.
The deal is subject to approval from the Capital Markets Authority, CMA), the Competition Authority of Kenya, the Ministry of Mines (transfer of mining rights) and the Nairobi Stock Exchange (OTC clearing).
Kalahari Cement plans to pay for the transaction in cash. However, if it relies on third party financing, an irrevocable and unconditional bank guarantee will be provided to the Seller. In addition, the Company is seeking an exemption from the mandatory general offer under Regulation 4 of the Capital Markets (Takeovers and Mergers) Regulations 2002. The company has made it clear that it will not acquire any additional shares after the transaction. Kalahari Cement also confirmed that it does not intend to delist East African Portland Cement.
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