Saint-Gobain Group strengthens its global presence in the construction chemicals industry by signing a binding agreement to acquire OVNIVER Group – a leading player in the rapidly growing markets of Mexico and Central America.
Saint-Gobain Group has announced the signing of a binding agreement to acquire the OVNIVER Group, a leading private producer of construction chemicals in Mexico and Central America, for a cash amount of 815 million USD (around 740 million EUR).
After acquiring Chryso, GCP, and FOSROC (in progress), this move represents another strategic step in Saint-Gobain’s journey to building a global presence in the construction chemicals industry. The total sales value after completing the acquisition will be 6.5 billion EUR in 76 countries (on a pro forma basis).
The OVNIVER Group is one of the leading producers of construction chemicals, strong in both sales and industry in the rapidly growing markets of Mexico and Central America. The company is expected to generate revenues of 285 million USD, with a growth rate averaging about 20% annually over the last 5 years and achieve an EBITDA margin of 21.7% in 2024. The OVNIVER Group has 16 production plants, employs around 1000 workers, and offers a wide range of innovative solutions for the residential and non-residential construction market, including facade coatings, tile adhesives, waterproofing and surface priming mortars.
The purchase price corresponds to an acquisition multiple (pre-synergies) of around 13.1x the OVNIVER Group’s 2024 EBITDA of 62 million USD and around 8.0x, after taking into account revenue-based and expense synergies (run-rate), amounting to approximately 40 million USD in the third year.
The acquisition will be fully financed with cash. The Group will maintain a strong balance sheet position, and the net debt to EBITDA ratio will remain in the target range (1.5x to 2.0x), considering the acquisitions of CSR Limited, FOSROC, and the OVNIVER Group. The transaction’s finalization is subject to customary conditions and is expected in the first half of 2025.
STRATEGIC JUSTIFICATION:
Highly complementary geographic profile: The acquisition strengthens Saint-Gobain’s presence in the rapidly growing markets of Mexico and Central America. OVNIVER Group’s strong position in Mexico, Honduras, El Salvador, and Guatemala complements Saint-Gobain’s existing manufacturing operations in the region. Coupled with recent acquisitions of IMPAC Group in Mexico and Imptek in Ecuador in the waterproofing segment, the transaction will provide a unique base to accelerate the introduction of innovative and sustainable solutions in Mexico and Central America. OVNIVER Group is a leading player in Mexico, one of the most attractive construction markets worldwide, with growth supported by solid macroeconomic fundamentals and demographic trends, increasing popularity of advanced construction solutions, and strong ties with the US economy, especially through nearshoring.
A unique opportunity fully in line with Saint-Gobain’s strategy to accelerate the pace of growth of global presence in the construction chemicals industry, based on solid macroeconomic factors, including strong urbanization and demographic trends.
The OVNIVER Group has recorded impressive growth, averaging 20% annually between 2019 and 2024. The company can boast an EBITDA margin exceeding 21%, thanks to strong brands, well-positioned industrial operations, a wide product offering, a solid sales organization, and an experienced management team with a proven track record in achieving objectives.
The acquisition provides value-increasing for Saint-Gobain’s shareholders and clients, with significant synergy potential. The estimated synergy value in the third year after closing the transaction is about 40 million USD, of which 26 million USD are cost synergies resulting from operational improvements, logistics optimization, scale benefits in polymer purchases, other raw materials and energy, as well as product reformulations and SG&A cost savings. Furthermore, Saint-Gobain expects revenue synergies worth at least 14 million USD thanks to cross-selling opportunities. These synergies will result from Saint-Gobain’s strong presence in the broad sector of light and sustainable construction in Mexico and Central America, which was generating sales worth over 1.5 billion USD even before the acquisition. The acquisition will provide added value in the third year after closing the transaction, and the EPS (earnings per share) will be increasing from the first year.
The OVNIVER Group will be included in the Americas region.
Comment by Benoit Bazin, President and CEO of Saint-Gobain:
“The acquisition of the OVNIVER Group fits perfectly into our ‘Grow & Impact’ strategic plan. It is a perfect opportunity for Saint-Gobain to further strengthen our position in the construction chemicals industry and presence in rapidly growing markets. I am impressed with the quality of leadership, strategy, and exceptional development of the OVNIVER Group, as well as the achievements of the management team in achieving objectives. The combination of both groups will accelerate the expansion of our profitable growth platform in the construction chemicals area. I look forward to warmly welcoming the staff of the OVNIVER Group to Saint-Gobain.”
Comment by Hector Abella, CEO of the OVNIVER Group:
“Today kicks off a new exciting chapter in the history of the OVNIVER Group. Our commitment to delivering the best solutions and customer satisfaction has made us a leading player in Mexico and Central America in our sector. I want to thank all employees for their exceptional work over the years. Joining Saint-Gobain, a world leader in the field of light and sustainable construction with a well-established presence and strategy in Mexico, and a global player in the field of construction chemicals, is the best next step for us. Thanks to the combination, our offer will be enriched with Saint-Gobain’s innovations and technologies from the construction chemical industry. I look forward to continuing our growth journey within the Saint-Gobain Group.”
BNP Paribas is the financial advisor to Saint-Gobain for this transaction, and Galicia is the legal advisor.
Source: https://managerplus.pl/saint-gobain-przejmuje-grupe-ovniver-za-kwote-815-mln-usd-57861