Shearman & Sterling advised Essroc Corp. and Lehigh Hanson, Inc., subsidiaries of HeidelbergCement, in connection with their proposed sale to Argos USA LLC, a subsidiary of Cementos Argos, of a West Virginia cement plant and eight related terminals for $660 million on a cash and debt-free basis. The disposal was required by a Federal Trade Commission Decision and Order to address competition concerns arising from the company’s Italcementi acquisition. The definitive asset purchase agreement was entered into on August 17, 2016 and is subject to the approval of the FTC and other customary closing conditions. The transaction is expected to close in the fourth quarter of 2016.
HeidelbergCement is one of the world’s largest integrated manufacturers of building materials, with leading market positions in aggregates, cement and ready-mixed concrete. Following the acquisition of Italcementi, the company employs some 63,000 people at more than 3,000 locations in around 60 countries.
The Shearman & Sterling team consisted of partners Clare O'Brien
, Rory O'Halloran
(both New York-Mergers & Acquisitions), Larry Bambino
(New York-Tax), John Cannon
(New York-Compensation, Governance & ERISA) and Jordan Altman
(New York-Intellectual Property Transactions); counsel Sean Skiffington
(Toronto/New York-Mergers & Acquisitions), Paul Balaam
and Jason Pratt
(both New York-Real Estate); and associates Zach Shub-Essig (New York-Mergers & Acquisitions), Kelsey Scribner (New York-Corporate), Eric Grosshandler, Derek Kershaw, Adam Sternberg (all New York-Tax), Kelly Hamren-Anderson, David Ling (both New York-Compensation, Governance & ERISA) and Mark Pereira (New York-Intellectual Property Transactions).