Gypsum industry news

US: USG has said that Knauf has misinterpreted its rejection of US$5.9bn bid following a letter from Knauf to USG shareholders asking them to vote against director nominees. Knauf sent a letter to its fellow shareholders asking them to send a ‘clear message’ to the board of USG to ‘engage in discussions with Knauf’ regarding its offer.

"Knauf's letter mischaracterises our board's actions. Our board has clearly demonstrated that it is willing to evaluate any opportunity to deliver value to all of our shareholders. We have engaged with Knauf in good faith on multiple occasions since November 2017. Jenny Scanlon and I met in person with Alexander Knauf and Manfred Grundke on 12 March 2018. Additionally, at the direction of our board, our financial and legal advisors met with Knauf's advisors as recently as last Thursday. The fact is their proposal is wholly inadequate, opportunistic and does not reflect the intrinsic value of the company," said Steven Leer, USG's non-executive chairman of the board.

Jennifer Scanlon, the president and chief executive officer of USG, added that she had met with and spoken to Knauf's senior management ‘multiple times’ but that it had not indicated any willingness to pay ‘full value’ for the company.

US: USG has rejected a proposal by Germany’s Knauf to buy all of its shares for US$42/share in cash or for around US$5.9bn. Jennifer Scanlon, president and chief executive officer of USG, described the offer as ‘wholly inadequate’ and said that it ‘substantially’ undervalued the company. She added that USG had discussed the proposal on the telephone with Knauf in December 2017 and met in mid-March 2018. Knauf submitted a revised proposal around the same time.

France: Saint-Gobain has adjusted the representation of Wendel on its board of directors after a sale of the investment company's shares in the construction materials producer. Following the sale of 5.3% of Saint-Gobain's shares Wendell retains one sole director, Frédéric Lemoine, and a 6.4% stake. However, Saint-Gobain has decided to retain Wendel's other representative, Gilles Schnepp, as an independent director due to his experience of the group.

France/Switzerland: Saint-Gobain has extended its agreements with the Burkard family relating to the sale of the shares of Schenker-Winkler Holding (SWH), which holds the majority of Sika voting rights, to 31 December 2017. Saint-Gobain will then have the right to extend the agreement up until 31 December 2018. The building products manufacturer said that that the further extension reflected its determination to eventually buy Sika.

Saint-Gobain has attempted to buy Sika since at least 2014. An attempt to transfer shares of Sika from the Burkard family was blocked by a Swiss court in late 2016.

France/Switzerland: Saint-Gobain and the Burkard family have extended their agreement relating to the sale of shares of Schenker-Winkler Holding (SWH) and to extend the validity of the agreement until 30 June 2017. Saint-Gobain will then have an option to extend the agreement until 31 December 2018. SWH holds the majority of voting rights of Sika.

"Together, we are fully committed to this transaction. It makes sense from a strategic, industrial and financial standpoint for Saint-Gobain and for Sika, for their employees, for their customers and for all of their shareholders. The amendment to the agreement covers the longest of timelines to resolve related disputes, allowing SWH to regain its property rights," said Pierre-André de Chalendar, Chairman and CEO of Saint-Gobain.

In December 2014, Saint-Gobain announced its intention to buy a 16.1% stake in Sika for Euro2.6bn, thus acquiring control over the building materials producer. However, Sika's management and minority shareholders opposed the deal. At the end of January 2016, Saint-Gobain's finance chief Laurent Guillot told Reuters that the group still believed in a successful outcome despite the resistance it faced. In February 2016 Sika reiterated its opposition to the takeover in a financial statement saying that, "There is still no evidence to suggest there is any industrial logic behind the transaction."

US: Lone Star Funds has agreed to sell 4 million shares of common stock in Continental Building Products (CBP) through an underwritten secondary offering. Based on the closing price of CBP's common stock on 9 September 2015, the offering is valued at approximately US$85.2m. The underwriter has a 30-day option to purchase up to an additional 600,000 shares of common stock from the selling stockholder. Credit Suisse Securities (USA) LLC is acting as the underwriter for the offering, which is expected to close on 16 September 2015.

France/Switzerland: Saint-Gobain has said that the validity of its agreement with the Burkard family for the acquisition of the shares in Sika has been extended to 30 June 2016, with an option to further extend the agreement.

French construction material producer Saint-Gobain and the Burkard family decided to change their agreement on the sale of the shares of Schenker-Winkler Holding (SWH), which holds the majority of the voting rights in Sika, and to extend the validity of the agreement, the French group said in a statement. Holding company SWH owns a 16.1% stake in Sika and 52.4% of the voting rights.

"Under no circumstance can Saint-Gobain be forced to purchase the shares of SWH if its stake in Sika would not represent the majority of the voting rights or if such acquisition would trigger the obligation to launch a mandatory offer to all Sika shareholders," the company said in a statement.

In December 2014, Saint-Gobain had announced its intention to buy this stake for Euro2.6bn, thus acquiring control over Sika.