The Board of Directors of Lafarge, which met December 3, 2006, considered that the offer of PAI partners for the Roofing activity is the best solution for the Group, its shareholders, for the industrial future and the development of the Roofing activity and its employees.
The information and consultation process with the relevant employee representative bodies will start immediately. This project will be submitted to the relevant authorities, notably anti-trust authorities.
Within the framework of this project, Lafarge has chosen to hold a 35 per cent stake in the new entity, with a corresponding number of seats on the board, demonstrating its commitment to remain involved and to contribute to the development of this activity in order to benefit from its future success.
This project fully values the Roofing activity, at an enterprise value of €2.4 billion, which represents a multiple of 9 times forecasted 2006 EBITDA.
This amount includes € 1.96 billion cash for the acquisition of the shares (versus an equity book value of €1.70 billion) and approximately €420 million of debt and pension liabilities borne by the acquirer. It would have a positive impact on 2007 EPS.
Note to Editors:
Lafarge is the world leader in building materials, with top-ranking positions in all four of its businesses: Cement, Aggregates & Concrete, Roofing and Gypsum. With 80,000 employees in 76 countries, Lafarge posted sales of Euros 16 billion in 2005.
Lafarge has been committed to sustainable development for many years, pursuing a strategy that combines industrial know-how with performance, value creation, respect for employees and local cultures, environmental protection and the conservation of natural resources and energy. Lafarge is the only company in the construction materials sector to be listed in the 2006 ‘100 Global Most Sustainable Corporations in the World'. To make advances in building materials, Lafarge places the customer at the heart of its concerns. It offers the construction industry and the general public innovative solutions bringing greater safety, comfort and quality to their everyday surroundings.
Statements made in this press release that are not historical facts, including namely the proposed divestment to PAI partners of 65% of the Group's Roofing activity, the forecasted 2006 EBITDA of the Roofing activity and the positive impact of the project on the Group's 2007 EPS, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions ("Factors"), which are difficult to predict. Some of the Factors that could cause actual results to differ materially from those expressed in the forward-looking statements include, but are not limited to: the cyclical nature of the Company's business; national and regional economic conditions in the countries in which the Group does business; currency fluctuations; seasonal nature of the Company's operations; levels of construction spending in major markets; supply/demand structure of the industry; competition from new or existing competitors; unfavorable weather conditions during peak construction periods; changes in and implementation of environmental and other governmental regulations; our ability to successfully identify, complete and efficiently integrate acquisitions; our ability to successfully penetrate new markets; and other Factors disclosed in the Company's public filings with the French Autorité des Marchés Financiers and the US Securities and Exchange Commission including its Reference Document and annual report on Form 20-F. In general, the Company is subject to the risks and uncertainties of the construction industry and of doing business throughout the world. The forward-looking statements are made as of this date and the Company undertakes no obligation to update them, whether as a result of new information, future events or otherwise.