10.26.14

Carve-Out + IPO Readiness for €30 Billion German Cement Company

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Business Issue

Our Client, a €30 billion DAX 30 German cement and aggregates company, planned to divest its non-core building products business line in order to focus on its core business strategy. The Company engaged Riveron to assist with a dual-track divestiture, including carve-out and conversion from IFRS to US GAAP for the building products operations and subsequent public registration of its carved-out entity. Additionally, Riveron would act as the liaison of the dual-track sale process for the Company’s negotiations with private equity investors.

Riveron Approach

In order to prepare the Client for the carve-out and dual-track sale process, Riveron first assessed the Company’s current operations and created a detailed project plan. Then, after reviewing the Client’s financial reporting documents, we provided annual and quarterly financial statements and five-year financial data consistent with SEC and PCAOB requirements. Additionally, Riveron defined and developed the Client’s internal controls for compliance with SOX section 404, including remediation. Lastly, Riveron drafted transaction-related technical memos including carve-out/pro-forma methodology, segment reporting, revenue recognition, and goodwill allocation and impairment.

Benefit to our Client

Overall, the Client received technical guidance, documentation, and supporting schedules relating to the carve-out and dual-track sale process as well as a clear understanding of the operational and financial attributes required by the SEC and investors. With Riveron executing the detailed tasks relating to the carve-out, management was able to focus on strategic issues. Additionally, our teams developed a strong partnership with the auditors, allowing for quick resolution of issues. Lastly, Riveron publicly filed the Client’s registration statement with the SEC on an aggressive timeline and prepared the Company for SOX implementation, leading to a successful sale of the Company at a favorable price.

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