>>> LafargeHolcim Squeeze-out NEW pdf 5Aug15

This is an update to a prior note. 

LafargeHolcim’s board has decided to initiate a squeeze-out process for all issued and outstanding shares of Lafarge S.A. (LHN FP). The squeeze out once implemented, will result in Lafarge SA being delisted from trading in Euronext.

The squeeze-out comes about after Holcim surpassed the necessary 95 percent threshold in share capital and voting rights of Lafarge.

The process

Our conversation with the company indicates that the completion of the squeeze out should take place by year end. We set our expected squeeze-out and delisting date for November 2015.

LafargeHolcim’s bankers first need to file the draft squeeze out request to the AMF. The filing of such request can take weeks. The reason for the long lead time has to do with determination of fair terms to be offered to minorities.

While the original offer was all share, the company indicates that the squeeze-out will allow to elect for a cash alternative. LafargeHolcim is deciding how to pay for the squeeze out. Our conversations with the company indicate that an all cash offer or a cash and stock offer are the compensation methods being examined.

History suggest an all cash squeeze out offer is highly likely to be chosen.

The chosen compensation, will be subject to a compliance decision of the AMF based on the independent appraiser’s report.

The independent expert is appointed for the purpose of issuing a fairness opinion on the price of the squeeze out pursuant to articles 237-16 and 261-1 II of the AMF General Regulations. (See here for further information)

Precedents in France indicate that once the draft squeeze-out documentation is accepted the effectiveness of the squeeze-out takes on average 4 weeks.

 

Our expected timetable

 

October 13, 2015                Filing of the draft squeeze-out document 

October 26, 2015                Clearance decision (déclaration de conformité)

November 10, 2015             Squeeze-out effective

November 10, 2015             Delisting of the LHN shares from Euronext Paris