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Imerys Concludes Strategic Combination with S&B

Imerys concludes a strategic combination with S&B Industrial Minerals for the integration of the main activities of S&B. S&B is a major player in industrial minerals and is held by the Kyriacopoulos founder family (61 %) and Rhône Capital (39 %).

Through this operation, Imerys would accelerate its development by enlarging its specialties offer. The transaction, partially paid in Imerys shares, would rapidly create value for Imerys’ shareholders, based on a EUR 525 million equity value for 100 % of the shares,
increased by a performance amount not to exceed EUR 33 million. In this context, the Kyriacopoulos family, S&B’s shareholders for
more than 80 years, would become stockholders of Imerys together with its controlling shareholder, GBL group. S&B is serving diversified end-markets in Western Europe, North America as well as European and Asian emerging countries. As global supplier and European leader in bentonite (binders for foundry, sealing solutions, additives for drilling and for consumer products), S&B is the world leader in continuous casting fluxes for the steel industry as well as in wollastonite (functional additives for polymers and paints). S&B is providing also perlite-based solutions used in construction materials and horticulture. Acting in 22 countries, S&B delivers a robust operating profitability. Its efficient industrial layout, based on abundant and well-located mineral resources, notably on Milos Island/GR, and on performing assets, provide the company with very competitive positions in its markets. European activities of bauxite production
for metallurgy would be excluded from the proposed transaction perimeter. The scope of the contemplated transaction had revenues of approximately EUR 207 million and a restated EBITDA margin close to 20 % for the first-half 2014. Including S&B’s net financial debt
which amounted EUR 235 million as of 30.06.2014, Imerys would maintain a very robust financial structure with a net financial debt to equity ratio below 60 % after the transaction. The completion of this transaction remains subject to the approval of the relevant regulatory authorities and should take place during the first quarter of 2015.


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