Holcim plans $1.34bn offer to hike Ambuja stake

 "Ambuja Cements has been informed by Holderind Investments, RMIL, RKBK and Narotam S Sekhsaria that they have entered into a letter agreement dated August 22, 2007 (the "letter agreement"), amending the Shareholder's Agreement dated January 30, 2006 with respect to ACL to which ACL has previously executed a Deed of Adherence. The company understand that the letter agreement, inter alia, provides that Holcim Mauritius would acquire six crore fully paid equity shares of ACL constituting 3.94% of the fully paid-up equity voting capital of ACL from RMIL and RKBK for Rs 154 per share corresponding to approximately $220 million.

 "The company understands that there will be no change of control by virtue of the letter agreement, and RMIL and RKBK would continue to be entitled to nominate two non-retiring, non-executive directors on the board, and that Suresh Neotia will continue as chairman and Narotam S Sekhsaria as vice chairman," the release added.

 Holcim expects the transaction to be concluded by the end of November 2007.

The acceptance level in the planned open offer of Holcim would be around 31% i.e for every 100 shares held, Holcim would buy around 31 shares at Rs 154 per share.

The Swiss cement major already has a 32.35% stake in ACL, and non-promoters' stake in the company is 63% amounting to around 96 crore shares.

The proposed open offer of 20% (based on total equity shares of 152 crore of Rs 2 each) would mean an acceptance level of 31%.