Holcim of Switzerland, the world's second largest cement manufacturer, has entered into a multi-layered $800 million deal, along with Gujarat Ambuja Cements, to acquire 50.01 per cent stake in Associated Cement Cos. This is the biggest FDI in the cement sector, and is the biggest consolidation that the Indian cement industry has seen after the Grasim Industries-L&T Cement deal.

The strategic deal is rather complex involving five entities

1. Gujarat Ambuja Cements Ltd (GACL)
2. Ambuja Cements India Ltd (ACIL)
3. Associated Cement Cos Ltd (ACC)
4. Ambuja Cement Eastern Ltd (ACEL)
5. Holcim Group (Holcim)

The Deal

Part A: Holcim will acquire 67 per cent stake in ACIL through a combination of buy-outs and fresh capital. The total inflows involved is Rs.2,730 crore. Holcim will also acquire preference capital in ACIL worth Rs.810 crore. Holcim's total investment would be Rs.3,540 crore ($800 million)

Part B: ACIL holds 13.8 per cent stake in ACC and 94.1 per cent in ACEL. An offer for acquisition of shares from existing shareholders of the ACC and ACEL would be made. Subsequently, ACIL's holding in ACEL would increase to 100 per cent, and that in ACC to 50.01 per cent, assuming that the offer is fully subscribed to.

It may be noted the the offer for purchase is being made by Holcim. However, shares thus acquired would be transfered to ACIL. Therefore, there is no additional inflow envisaged other than that discussed in Part A above.

Deal impact

1. GACL which has a cement capacity of 11 million tpa including 1.5 million tpa of Ambuja Cement Rajasthan, will be untouched by the deal.

2. The GACL-Holcim combine will have controlling stake in a cement capacity of 20 million tpa, including 18 million tpa of ACC and 2 million tpa of ACEL.

3. Holcim's shareholding, and therefore management control, in ACC would be higher than that of GACL.

Background of Holcim

Holcim, a Swiss company, is the second-largest cement manufacturer in the world with operations in 70 countries. Its total cement capacity of 145 million tpa, is comparable to India's aggregate cement capacity. Holcim clocked sales of $9.4 billion in 2004.

Cement major in India

Grasim Industries has a capacity of 30 million tpa after having acquired the 16.5 million tpa cement division of Larsen & Toubro (now named UltraTech Cement Co). Grasim's independent cement capacity is 13.51 million tonnes.