On July 1, Heidelberg Cement AG completed the acquisition of a 45% stake in Italian Cement S. P. A from Italmobiliare S. P. A. All procedures for the closing of the acquisition transaction have been completed with the approval of the relevant competition authorities.
"Today's closing of the acquisition is a milestone for HeidelbergCement," said Dr. Bernd Scheifele, chairman of the board. With the incorporation of Italian Cement, our global layout and innovation capabilities have been greatly enhanced. Through mutual cooperation and mutual learning, we will have greater potential for value creation. From now on, we will concentrate on the internal integration of Italian cement.
On July 28, 2015, Heidelberg Cement and Italian Cement entered the merger and reorganization. With the end of the merger and acquisition transaction today, Heidelberg Cement acquired 157.17 million common shares of Italian Cement, accounting for 45% of its total shares, at a transaction price of 10.6 euros per share, totaling 1.67 billion euros. Among them, 82.82 million shares were paid in cash, and 74.35 million shares were paid by adding 10.5 million shares to Heidelberg Cement. As a result, Italmobiliare owns 5.3% of Heidelberg Cement, making it the second largest industrial shareholder of Heidelberg Cement.
Non-core divestiture
In the merger agreement, Italmobiliare agreed to buy some of Italcementi's non-core assets, including Italgen S. P. A., Bravosolution S. P. A. And some non-core real estate assets. On 30 June 2016, Italcementi sold these assets to Italmobiliare for €237 million. This profit is part of Heidelberg Cement's overall 1 billion euro divestiture for M & a refinancing. Asset divestitures in Belgium and the United States, approved by local antitrust authorities, are under way, and significant gains are attractive.
Next Step: Mandatory Offer
The acquisition of the 45% stake in Italia Cement will trigger the obligation to enforce the mandatory offer of the remaining shareholders' shares. The relevant documents will be submitted to the Italian regulator CONSOB within 20 days from the date of completion of the acquisition and will be published after the end of the CONSOB review period. The offer period, which is subject to the approval of the Italian stock exchange, is expected to begin at the end of August. Heidelberg Cement expects the overall transaction to be completed in the second half of 2016.
Heidelberg Cement after Merger and Acquisition
The combination of Heidelberg Cement and Italian Cement is a perfect combination. Through mergers and acquisitions, Heidelberg Cement has become the world's largest aggregate manufacturer, the second largest cement manufacturer and the third largest precast concrete manufacturer. Heidelberg Cement will enter important new markets such as France and Italy in Europe, Egypt and Morocco in North Africa, and Thailand in Southeast Asia. Existing markets for HeidelbergCement will be further consolidated in the United States, Canada, India and Kazakhstan. The expanded HeidelbergCement Group will have 63000 employees in 60 countries around the world, more than 3000 production sites, 156 cement plants, 197 million tons of annual cement production capacity, more than 1700 ready-mixed concrete mixing stations and more than 600 aggregate quarries.
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