Lafarge and Holcim save their merger, Bruno Lafont Co – L’Express

If Holcim has been partially successful in its demands presented Sunday at its French partner, it is still not completely managed to put on Bruno Lafont key. In addition, the revision of the financial terms of the merger is not as favorable as it wished.

“ I am satisfied with the agreement that was found because it will allow me to contribute to the achievement and success of the merger ,” the CEO said Lafarge during a conference call, after four days of intense negotiations between the two groups.

Markets welcomed the compromise reached by the two cement. At the Paris Bourse, Lafarge gained 2.79% to 64.04 in mid-day. In Zurich, Holcim gained 0.92% to 76.50 Swiss francs.

The Swiss cement had questioned Sunday in a letter, both the financial terms of the merger and the governance of the future entity, endangering the project to create a group weighing 32 billion of euros in turnover and with almost 130,000 employees.

If Lafarge agreed to review the terms of the transaction (which was originally intended to be a “ merger of equals ” with the exchange of a share for share Holcim Lafarge) due to the divergence of the two securities markets, he spread a change in governance that would have meant setting aside Mr. Lafont, one of the architects of the project.

The CEO of French cement However, given the general direction that was promised him, to co-chair with President of the Swiss cement Wolfgang Reitzle. This function is non-executive.

– “ Character balanced governance ” –

The customized and centralized management the French of M. Lafont visibly irked the Swiss group, accustomed to a different kind of direction.

“ My attitude since Sunday is to show that men should not block the completion of this merger ,” said Mr. Lafont, who will get the right to name the future CEO, he will submit a proposal to its Swiss partners.

“ The proposed name of the Director General will be made by Lafarge ,” assured Mr. Lafont conference call, without specifying whether it will be coming from Lafarge and Holcim or will it be recruited from outside.

The merger must be approved by two thirds of the shareholders of the two groups at extraordinary general meetings.

The compromise reached by the two groups also plans to adjust the initial agreement for an exchange which will now be based on 9 Holcim Lafarge shares for every 10 shares.

Mr. Lafont emphasized the “ balanced nature of governance with parity on the board of directors and the executive committee level. It is the spirit of a merger of equals that was confirmed “he assured.

Meanwhile, the French Government declared “ attention ” that “ the French anchor ” is preserved, as well as decision centers in France. The seat of the future group will be based in Switzerland, but it will keep its center of research and development in the Lyon region.

After this week’s challenge to the merger, however, the project takes a little late. Both groups now expect a merger in July, instead of the end of the first half.

Lafarge and Holcim also agreed that “ the new group will announce (it) after the completion of the transaction a dividend payable in shares of 1 new share for 20 LafargeHolcim shares “.