A mandatory tender offer was launched for the minority
shareholders of Greek minerals and materials group S&B
Industrial Minerals in late January by former Almatis owner
Rhone Capital LPs Fund IV.
The minority shareholders have been
notified of the offer, officially launched on 30 January
through Delphi Luxembourg Holdings SËRL, which is
indirectly wholly owned by Rhone Capital.
Under the terms of the offer, the
61.26% majority shareholders, who are members of the
Kyriacopoulos family including Ulysses Kyriacopoulos, chairman
of S&B, Flora-Maria Kyriacopoulos, a non-executive director
and Aikaterini Kyriacopoulos, among other family members, are
to maintain their current share in S&B with Ulysses
remaining at the helm as chairman.
The minority shareholders,
including the largest minor shareholder SCR Sibelco NV, hold
38.74% of S&Bs share capital. They will be offered
Û5.80/share ($7.74*/share) by the New York-based
Sibelco, which has a 19.96%
holding, has committed to accept an offer by Rhone Capital when
it is made, subject to certain conditions. In addition, Sibelco
gave undertakings not to sell their shares, accept or
vote in favour of any offer, merger or similar transaction
which is in competition with the proposed offer or enter into
discussions or negotiations with respect to any competing
transaction, Delphi noted at the time.
Once the offer is passed, Rhone
Capital intends to delist the company from the Athens Stock
Exchange. Delphi added: If following completion of the
mandatory offer, 90% of the shares and voting rights in the
company are acquired, the exercise of a squeeze-out right shall
follow according to article 27 of the Law, following which the
delisting of the company from the Athens Exchange will be
The minority shareholders have been
notified of the offer and a squeeze-out policy will be used to
acquire any unsold shares, provided that Rhone and the
Kyriacopoulos familys holding passes 90%.
All arrangements are subject to
anti-trust agreements in Greece, Germany and the Ukraine,
Since the announcement of the
mandatory offer there have been several share transactions
reported on the Athens Stock Exchange.
Members of the Kyriacopoulos
family, Paris, Aikaterini, and Alexia, all contributed their
S&B shares to High Gate Holding SA in exchange for shares
in High Gate, which is exclusively controlled by Ulysses
Rhone Capital: experienced in industrial minerals
Rhone Capital is no stranger to
industrial minerals and has been involved in the buying and
selling of several large companies in the past few years.
In 2003, Rhone Capital acquired
Alcoa Speciality Chemicals from Alcoa World Alumina &
Chemicals, and renamed the business Almatis.
In 2007, it sold this business to
Dubai International Capital (DIC), for an undisclosed sum. It
is understood, however, that DIC is now in the process of
renegotiating the terms of its $1bn loan, underwritten by
investment bank UBS, which it used to buy Almatis.
In early 2007, the entire LWB
Refractories group, including the Chinese joint venture Shanxi
LWB Taigang Refractories Co. Ltd and the US operations in York,
Pennsylvania, were bought by Rhone Capital.
In September the following year,
the fund sold these operations to leading Brazilian magnesite
producer, Magnesita Refratarios SA.
Rhone Capital has also invested in
firms including Evonik and Arizona Chemical.
S&B buys 50% of
Also in January, S&B reached an
agreement to acquire a 50% stake in Chaoyang GoldCommon Mining
Co. Ltd (GC) for Chinese Renminbi (Rmb) 37.1m ($5.94m*), which
will be financed through the companys existing
The remaining 50% of the company
will be retained by the seller, Beijing Dongxinlian GoldCommon
Investment Management Co., Ltd.
GC is based in Liaoning province,
China, and has a production capacity of 150,000 tpa bentonite
and has access to high quality bentonite reserves for
supplying the metallurgy and foundry segments, the
This transaction represents
an extension of our market to mine business model in the fast
growing and significant Asia/Pacific region (...) enhancing our
product portfolio with local bentonite reserves and providing
access to the foundry and metallurgy segments in an important
region, where we had previously lacked an established
presence, said Kriton Anavlavis, CEO of S&B.
*Conversions made February