Holcim Ltd (SIX: HOLN) and Lafarge SA (Euronext: LG) have announced that they had agreed to amend the terms of the merger of equals originally announced in April 2014. The revised terms were approved by both respective Board of Directors and supported by the core shareholders of both companies. The transaction will be consummated by a public exchange offer of Holcim Ltd for all outstanding shares of Lafarge, leading to a top holding company with place of incorporation in Switzerland, following Swiss governance rules, and a balanced allocation of headquarters between Switzerland and France. If closed, the combined company would have a market capitalization of around EUR 41 bn. Closing of the transaction is expected for July 2015, subject to regulatory approvals, Holcim shareholder approval and successful completion of the public exchange offer.


Holcim corporate secretary Peter Doerr and his team were advised as to the revised combination terms by Homburger AG in Zurich and Darrois Villey Maillot Brochier in Paris, who had already jointly advised Nestlé in the L'Oréal divestiture early in 2014.

The Homburger team comprised partners Daniel Daeniker, Claude Lambert and David Oser (Corporate | M&A), Franz Hoffet and Gerald Brei (Competition) and associates Marco Toni, Mario Wälti (both Corporate | M&A) and Bettina Meyer (Competition) as well as assistants Kathrin Brogli, Marietta Dütsch, Agnes Romhányi, Amanda Dempster, Daniela Fortunato and Nicole Vorlicek. The Darrois Villey team was led by partners Emmanuel Brochier and Bertrand Cardi.