Turkey’s leading glassmaking group Sisecam (SISE) is merging its Borsa Istanbul-listed subsidiaries Soda Sanayi (SODA), Anadolu Cam (ANACM), Trakya Cam (TRKCM) and Denizli Cam (DENCM) and non-listed Pasabahce, according to stock exchange filings made by the listed companies.
Sisecam CFO Gorkem Elverici on January 31 held a conference call on the merger decision. He informed investors that Sisecam’s Ebitda would increase by 200-300bp over the medium term thanks to cost savings generated by the merger. The group’s dividend policy would not change, according to Elverici.
In May 2019, Sisecam Group companies distributed dividends from their 2018 profits. Sisecam distributed Turkish lira (TRY) 400mn in gross dividends from its TRY2.33bn net profit made in 2018, suggesting a 3.3% dividend yield. The company’s average dividend yield stood at 2.1% for the nine years between 2010-2018.
Anadolu Cam distributed TRY90mn of its TRY451mn 2018 profit at a dividend yield of 4.2% and 1.7% for 2010-2018 while Soda distributed TRY345mn of TRY1.56bn at a yield of 4.7%. Trakya distributed TRY170mn of TRY958mn at a yield of 4.6% and 2.4% for 2010-2018.
Julian Rimmer at Investec said in a note to investors: “The combined entity will have ballpark mkt cap $3bn, making it among top fifteen Turkish stocks by mkt cap, its ebitda margins will rise 200-330bp on synergies/cost savings blah blah blah, it will have a div yield of around 3.5% and will trade on a discount to the mkt and peers of ~6x ev/ebitda. I'd still say SODA and whole entity is a BUY. Questions are 1) msci weighting? And 2) what would ebitda growth profile look like? I don't know the answer to either question. In fact, I would love to know as much about something as most people appear to know about everything,”
Before the merger announcement, the shares of Sisecam Group companies began to rally.
|Sisecam Group Borsa Istanbul-listed Companies|
|source: seker invest|
Minority shareholders of the merging companies will have an exit right or will receive Sisecam shares. Sisecam hired PWC for the valuation of the companies.
In December, the Turkish Wealth Fund (TVF) said that it was planning to take over insurance and pension companies owned by state lenders and to consolidate them. The companies to be taken over include Gunes Sigorta (GUSGR), Halk Sigorta (HALKS) and Ziraat Sigorta as well as pension companies Halk Hayat, Ziraat Hayat and Vakif Emeklilik.
Also in December, OYAK Group announced that it had decided to launch a process to merge its Borsa Istanbul-listed cement companies Aslan Cimento (ASLAN), Bolu Cimento (BOLUC), Mardin Cimento (MRDIN) and Unye Cimento (UNYEC).
|Jan-20||SODA, ANACM, TRKCM, DENCM||-||-||Sisecam||Merger|
|Jan-20||McDonald's Turkey||100%||TRY281mn||Birlesik Holding||Anadolu Group|
|Jan-20||Sanovel||30%||$200mn||Yamma Investments||Toksoz Group|
|Jan-20||Total, M Oil||100%||$360mn||Oyak||Demiroren|
|Jan-20||JCR Eurasia||85.05%||-||Consortium||Japan Credit Rating Agency|
|Jan-20||Intourist||100%||-||Anex Tour||Thomas Cook|
|Jan-20||Halkbank||1.5mn||TRY6.76- 6.81||@Borsa Istanbul||Halkbank|
|Jan-20||Gunes Sigorta||27mn||TRY2.28-2.45||@Borsa Istanbul||Vakifbank|
|Jan-20||Goulette Shipping Cruise||100%||-||GPH - MSC||-|
|Jan-20||Neckermann||100%||-||Anex Tour||Thomas Cook|
|Dec-19||Istanbul Gida||100%||TRY77mn||Yasar Serdengecti||Ulker Biskuvi|
|Dec-19||Is Invest||0.226mn||TRY4.49-4.55||@Borsa Istanbul||Isbank|
|Dec-19||Is Invest||0.162mn||TRY4.29-4.36||@Borsa Istanbul||Isbank|
|Dec-19||Adana, Aslan, Bolu, Mardin, Unye||OYAK||Merger|
|Dec-19||SOCAR Polymer||10%||-||Tekfen Holding||Socar-Pasha Holding|
|Dec-19||Gunes S., Halk S., Ziraat S., Halk H., Ziraat H., Vakif E.||TVF||Ziraat Bank, Halkbank, Vakifbank|
|Dec-19||Vakifbank||51.85%||TRY2.83bn||Treasury||Directorate of Foundations|
|Nov-19||Yapi Kredi||9.02%||TRY1.41bn||Koc Holding||UniCredit|
|Nov-19||Bucher Reisen & Oger Tours||100%||-||Anex Tour||Thomas Cook|
|Nov-19||Istanbul Tower||100%||$594mn||ICBC Turkey||Yesil REIT|
|Sep-19||Air Manas||49%||€98,000||Avia Trade||Pegasus|
|Aug-19||Temsa Machinery||41%||-||Marubeni||Sabanci Holding|
|Jun-19||TSKB REIT||0.142 mn||TSKB||@Borsa Istanbul|
|Jun-19||Coca Cola Icecek||0.16mn/0.07%||TRY30.3||@Borsa Istanbul||Ozgorkey Holding|
|May-19||Temsa Bus Light Truck||100%||TRY375mn||True Value Capital||Sabanci Holding|
|May-19||Parasut||-||-||Turkven, Early Bird||Revo, Ribbit|
|May-19||Ictas Surdurulebilir||-||$100mn||EBRD||IC Energy Holding|
Sisecam, established in 1935 by Isbank on the order of Ataturk, operates in flat glass, glassware, glass packaging, and chemical businesses with a total of 43 production facilities—16 local and 27 abroad—with 22,000 employees. International sales constitute 60% of the group’s total sales.
Sisecam Group is Turkey’s leading company in the production of all types of glass as well as in chemicals including soda-chromium compounds. It is one of the leading glass and glass components makers in the world.
Sisecam is the third largest glassware, fourth largest glass packaging and fifth largest flat glass manufacturer in the world in terms of production capacity.
The company is 75%-owned by Is Bankasi, one of Turkey’s largest private lenders, and Is Bankasi subsidiaries, while 25% of its shares are in free float, according to an investor presentation on Sisecam’s website.
In November 2018, Sisecam decided to buy back a 14.85% stake in its subsidiary Pasabahce held by the European Bank for Reconstruction and Development (EBRD) for €152.6mn.
In May 2018, local authorities declared a disaster when chemicals from the Sisecam Soda Lukavac soda ash factory in northern Bosnia & Herzegovina polluted the Spreca river, killing fish and damaging surrounding land.