JSW Steel Italy S.r.l. (subsidiary of JSW Steel Limited) has entered into a Sale and Purchase Agreement (“SPA”) dated 17.05.2018 with Cevitaly S.r.l (“Cevitaly”) a company organized under the laws of Italy, for acquisition of 100% shares of Aferpi S.p.A (“Aferpi”), Piombino Logistics S.p.A (“PL”) and 69.27% of the share capital of GSI Lucchini S.p.A (“GSI”) (jointly referred to as “Targets”), for a cash consideration of Euro 55 Million on a cash free, debt free basis (the “Transaction”) subject to closing adjustments including for working capital of the respective Targets. The above facilities are located in Piombino, Tuscany Province, Italy. The Transaction is subject to fulfilment of conditions precedents and other customary terms generally applicable to such transactions as per the SPA.
 

Background

Cevitaly, which is a wholly owned subsidiary of Cevital S.P.A. (“Cevital”), an Algerian Company, bought the aforesaid businesses in 2014 from a public Italian steel company, Lucchini S.p.A (“Lucchini”), through extraordinary receivership proceedings.

Aferpi produces and distributes special long steel products, viz. rails, wire rods and bars. It has a plant at Piombino in Italy, comprising a Rail Mill (0.32mtpa), Bar Mill (0.4mtpa), Wire Rod Mill (0.6mtpa) and a captive industrial port concession.

PL manages the logistics infrastructure of Piombino’s port area. The Port managed by PL has the capacity to handle ships upto 60,000 tonnes. The Maximum draft at the port is 12 meters. PL also manages 42 Kms of rail line inside the plant area, this includes 33 Kms of rail line integrated with the Italian Railway System.

GSI is a producer of forged steel balls used in grinding mills with predominant application in mining processing. GSI facilities are located within the premises of Piombino plant, providing easy access to export markets through the port of Piombino.

Acquisition Rationale

• The Transaction provides a unique opportunity for JSW Steel to establish its presence in Italy with access to the European speciality steel long products market. The Transaction will also provide JSW a foothold for future opportunities in the European markets.
• The port based rolling mills at Piombino allow for easy logistics integration with JSW’s upstream facilities located in India, for supply of sustainable, dedicated, cost competitive billets and blooms, helping Aferpi regain viability in production and supply of its rolled long steel products.
• JSW Steel has long term plans to work on backward integration by setting up an environment friendly and cost competitive Scrap/DRI based Electric Arc Furnace (EAF) to make the unit fully integrated, subject to financial viability and feasibility studies.
• The port based rolling mills (rails, bars, and wire rods) located at Piombino provided specific advantages in terms of lead time, service level, and logistics cost in its target markets.
• The Lucchini brand is widely recognized in Europe and is among the European leaders in rail production. It also holds a strong position in alloy steel bars, and quality wire rods with a wide range of products.
• The Transaction is proposed to be funded through a combination of internal accruals and debt at the Targets.