CEMEX completes Colombian entry strategy with acquisition of 93.6% of Cementos Samper in Colombia
August 20, 1996
CEMEX announced today that it had successfully completed the acquisition of 93.6% of Industrias e Inversiones Samper ("Samper"), Colombia´s third largest cement producer with 1.1 million tons of installed capacity and the country´s leading ready mix producer with sales of 1.3 million m3. With this acquisition and following the acquisition of a controlling stake in Cementos Diamante ("Diamante") last May, CEMEX gains 37% and 62% of the domestic cement and ready mix markets, completing the Company´s entry strategy into Colombia and positioning CEMEX as a dominant player within the national cement and ready mix markets.
Total investment for the acquisition of Samper was US$300 million. CEMEX paid the acquisition through a combination of US$173 million in cash, US$113 million in seven-year, 8% seller financing, and the remainder through a Col$13.7 million peso-denominated seven year note. Immediately following the acquisition, CEMEX intends to divest US$11.5 million in non-core assets held by Samper, including minority equity investments in publicly listed Companies and real estate for which it has binding purchase commitments. CEMEX will transfer its ownership of Samper and the financing for the acquisition to Cementos Diamante, thus capitalizing on the combined entities´ debt capacity and investment grade cost of capital.
The combined investment for Colombia was US$700 million, of which US$400 million were used to purchase a 63% voting interest of Cementos Diamante and US$300 million to purchase 93.6% of Cementos Samper.
Cementos Samper enjoyed consolidated sales of US$151 million in 1995, of which US$61 million were generated by the ready mix business. In that same period, Samper generated operating cash flow of US$29 million, of which US$13.4 million was generated by the Company´s ready mix operations. At the end of the second quarter of 1996, Samper had US$25 million in debt and US$13 million in cash and marketable securities. With this acquisition, CEMEX consolidates two organizations which in 1995 enjoyed combined sales and operating cash flow of US$365 million and US$81 million respectively. As of June 30, 1996, both companies had combined debt of US$93 million and cash of US$55 million.
Diamante management will begin the integration of both organizations immediately to optimize the cost structure of both organizations and to capitalize on the competitive strength derived from combining the second and third largest cement producers and the two leading ready mix producers in Colombia. The Company expects to generate recurring cost savings from the integration of both operations. With the combined acquisitions, CEMEX now enjoys 3.4 million tons of installed capacity and ready mix sales of 2.3 million m3 in Colombia, providing the combined companies with undoubted leadership in the Bogota market and highly competitive access to the entire national market. In 1998, the group´s installed cement capacity will grow by 1.5 million tons to 4.9 million tons as Diamante´s expansion project currently underway at the Ibague plant is completed.
Gustavo Caballero, CEMEX´s Chief Financial Officer, stated, "Colombia is a fine example of the strategic and financial criteria that we will follow in growing our business: Attaining leading market positions in complementary markets with above-average growth and profitability enhancement potential and acquisition structures that are cash flow accretive, maintain our capital structure in the short term and improve our overall capitalization in the medium and long term."
CEMEX´s Chairman and Chief Executive Officer Lorenzo H. Zambrano stated, "We view our entry into Colombia as a unique opportunity to create significant value for our shareholders by capitalizing on our best practices to derive maximum efficiency and profitability from two market leaders positioned to capture a significant share of the growth opportunities in Colombia. Furthermore, within the rapid process of global consolidation, both our Colombian and our international operations are strengthened by incorporating yet another market in which we enjoy a competitive market position into our global network."