Goldsmith Agio Helms /
Lazard Middle Market represented Cutler-Magner Company
("Cutler-Magner" or the "Company") in its sale to Graymont Western
US Inc., a subsidiary of Canada-based Graymont.
TRANSACTION
HIGHLIGHTS
Goldsmith Lazard was initially retained to
provide a fairness opinion to the Company’s board of directors, which
had entered into negotiations with an unsolicited buyer. The
privately held Company was majority owned by four trusts. Given the trustees’
fiduciary obligations, Goldsmith Lazard recommended that the
trust undertake an M&A process to assure maximum shareholder value.
Two additional strategic parties were approached in
a very discreet process. The original suitor increased its
offer but was topped by both of the new entrants to the
process. Much of Cutler-Magner's value was related to the addition of a new kiln,
which would create significant new capacity for the Company.
Despite the fact that the kiln was not scheduled to come on line
until after the closing, Goldsmith Lazard was able to persuade the
buyers to price the transaction as if the project had been
successfully completed.
THE
SELLER
Tracing its roots back to 1880,
Cutler-Magner (www.cutlermagner.com
) is one of the largest producers of lime and related
products in North America. The Company’s products are used
in such applications as municipal water treatment, paper making, steel
production, sugar manufacturing, flue gas desulphurization, and
agricultural and soil stabilization applications.
THE
BUYER
Graymont Western US Inc. is a subsidiary of
Graymont (www.graymont.com),
the third-largest producer of lime in North America. Its
operations include the Graymont Lime Group, with four individual
marketing regions, and Graymont Materials, operating in upstate New
York and the province of Quebec. The company also operates a
network of terminals and offices across North America to coordinate
the sale and transportation of its products from production
locations to customers. In addition, Graymont has a
partnership with Grupo Calidra, the largest lime producer in
Mexico. Graymont's principal products include high calcium and
dolomitic quicklime and hydrated lime, precipitated calcium
carbonate (PCC), limestone, construction stone, ready-mix concrete,
asphalt, and specialty building products.
ABOUT LAZARD MIDDLE
MARKET
Goldsmith Agio Helms / Lazard Middle
Market, a division of Lazard (NYSE:LAZ), provides advice on mergers
and acquisitions, restructuring, and financings to the middle
market. Formed in 2007 with the acquisition of Goldsmith Agio
Helms, Lazard Middle Market has approximately 90 professionals in
Minneapolis, New York, Chicago, Los Angeles, and Shanghai. For more
information on Goldsmith Agio Helms / Lazard Middle Market, please
visit www.lazardmiddlemarket.com.
If you would like more information about this transaction, contact Brooks Myhran(bmyhran@agio.com) at
612-339-0500.
