Following the clearance from the Autorité des Marchés Financiers (AMF) on May 28, 2015, Holcim today launches the public exchange offer for all Lafarge shares at an exchange ratio of 9 Holcim shares for 10 Lafarge shares. Through acceptance of the public exchange offer, Lafarge shareholders will pave the way for the creation of LafargeHolcim. On May 8, 2015, Holcim’s shareholders already approved the merger-related resolutions at an Extraordinary General Meeting.
The documentation regarding the public exchange offer and the related listing of shares is available on the websites of Holcim (www.holcim.com) and Lafarge (www.lafarge.com). The public exchange offer will be open for 25 trading days until July 3, 2015.
With this public exchange offer, Lafarge and Holcim are implementing the final step of their project to merge the two companies and create the most advanced group in the building materials industry, with a strong balance sheet, and the objective to generate superior value for its shareholders, customers and other stakeholders. The combined Group would employ approximately 115,000 people in 90 countries with net sales of around CHF 33 billion (around EUR 27 billion)1 .
The planned merger is expected to close in July 2015.
Holcim is a global leader in the manufacture and distribution of cement and aggregates (crushed stone, gravel, and sand), as well as other activities, including ready-mix concrete, asphalt, and associated services. The company holds majority and minority shareholdings in some 70 countries and on every continent. In 2014, Holcim recorded net sales of over CHF 19.1 billion. Thanks to our market-oriented structures, product innovations, skilled employees and efficient environmental management systems, Holcim is in a strong position now - and for years.
A world leader in building materials, Lafarge employs 63,000 people in 61 countries, and posted sales of €12.8 billion in 2014. As a top-ranking player in its Cement, Aggregates and Concrete businesses, it contributes to the construction of cities around the world, through its innovative solutions providing them with more housing and making them more compact, more durable, more beautiful, and better connected. With the world’s leading building materials research facility, Lafarge places innovation at the heart of its priorities in order to contribute to more sustainable construction and to better serve architectural creativity.
This communication is for information purpose only and does not constitute an offer to purchase or exchange or the solicitation of an offer to sell or exchange any securities of Lafarge or an offer to sell or exchange or the solicitation of an offer to buy or exchange any securities of Holcim in any countries, including France. The shares to be delivered upon completion of the exchange offer have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”). Accordingly, the shares to be delivered upon completion of the exchange offer may only be offered or sold in transactions that are exempt from registration under the Securities Act. The exchange offer is not being made in the United States except to “qualified institutional buyers” (as defined in Rule 144A under the Securities Act). Distribution, publication or dissemination of this communication in certain countries may constitute a breach of the applicable laws and regulations. Consequently, persons physically located in countries in which this communication is distributed, published or disseminated shall inquire about such applicable laws and regulations and comply with them.
1 2014 average exchange rate of 1.2146.