B-Law project

INTERNATIONAL MERGER & ACQUISITION LAW STUDY OF US AND EUROPE

LEE, Chan Min LIM, Jae Han KIM, Hyeon Seok

Table of Contents Introduction (Chan Min Lee) ..................................................................................................... 1 What are Mergers and Acquisitions? ................................................................................. 1 Types of Merger ................................................................................................................. 2 Horizontal Mergers .................................................................................................... 2 Vertical Mergers ......................................................................................................... 3 Concentric Mergers .................................................................................................... 3 Conglomerate Merger ................................................................................................ 3 Types of Acquisition .......................................................................................................... 4 Friendly Acquisition................................................................................................... 4 Hostile Acquisition..................................................................................................... 4 Bailout Acquisition .................................................................................................... 4 Leveraged Buyouts .................................................................................................... 4 Asset Acquisition (Asset Purchase) ........................................................................... 5 Stock Acquisition (Stock Purchase) ........................................................................... 6 Merger & Acquisition: US (Hyeon Seok Kim) .......................................................................... 7 Overview ............................................................................................................................ 7 General Legal Framework: US .......................................................................................... 7 Case Study of Google & Motorola .................................................................................... 8 Overview .................................................................................................................... 8 Benefits of the deal .................................................................................................... 8 Why Motorola Mobility? ........................................................................................... 8 Google & Motorola M&A Laws ................................................................................ 9 Merger & Acquisition: European Union (Jaehan Lim)............................................................ 11 Overview .......................................................................................................................... 11 General Legal Framework: European Union ................................................................... 11

General Legal Framework: France .................................................................................. 12 General Legal Framework: Switzerland .......................................................................... 12 Case Study of Lafarge S.A (FR) and Holcim (CH) ......................................................... 13 Overview .................................................................................................................. 13 Lafarge S.A (FR) and Holcim (CH) M&A Laws ..................................................... 13 Appendices ............................................................................................................................... 16 References ................................................................................................................................ 20

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Introduction (Chan Min Lee) This report will provide an overview of the basic concept of Mergers & Acquisitions from various points of view with various laws and styles included. Also this paper provide a brief concept of the international law associated with M&A in the US and Europe. Today, M&A is highly used as a corporate business strategy, finance where corporations are willing to buy, sell or combine of different corporations. Such processes are picked as one of the best strategies of restructuring with promising profit that follows within the corporate world today. (Appendix A)

What are Mergers and Acquisitions? General definition of merger is when two different firms become together to establish a new frim. Mergers are unconventional, general firms are taken over by different firms, and it is a more noteworthy measure of ingestion of operation of the target firm (Martin, 2015). The process of merger and acquisition needs a specific step by the executives at the firm. Three essential reflections concerned to be treated:  Frim should consider to deal with risks, and make investment at the beginning to make best out of it from the first step from the merger, competitors and the business will observe themselves before becoming a merger or acquirer (Martin, 2015).  To make sure avoid different kinds of risk lot of actions must be taken, as some of the actions will result negative consequences while some will show them positive answer (Martin, 2015).  The acquiring firm must learn to manage flexible manner, patient and ready to adapt to the Page | 1

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changes of the business flow industry (Martin, 2015). Mergers and acquisition bring positive impacts on long-term business plan for firm which are listed below: Improve the firm’s performance Remove excess

 Improve operating profit margins  Remove wastage and redundancies from operation  Planning new strategy

capacity

 Improving work efficiency

Accelerate

 Developing new products

growth rate

 Targeting new customers

Acquire skills &  Leading Innovation and creativity on new products and services technology  Beneficial to target company Roll-up strategies

 To keep on operating only with an element of economies of scale  Penetrate smaller fractions of the market

Source: (Martin, 2015)

Types of Merger Horizontal Mergers Horizontal mergers can be seen when a firm merges or take over another new firm that has the similar or same goods and services to the targeted customers, which means firm has on the same industry and producing same products or serving similar services. Both firms are mostly explicit competitors (Investopedia, 2015)

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The advantage of horizontal merger is eliminates competition, which then gives the frim an advantage in increase their profits, market share, and revenue. (Martin, 2015) Vertical Mergers A vertical merger is same as horizontal merger but the only difference is the way of production line in their operations. Such type of merger is commonly used to make sure to have constant and stable supply. To confine supply to competitors where bigger profits, market share, and revenue are earned. Vertical merger kind of offers reducing cost and more margin of profit as manufacturer’s share has been not included (Metcalf, 2015). Concentric Mergers Concentric mergers undergoes between two similar entities that share same interest in a particular industry. However, they do not sell the same goods and services. Their goods may correlate however, they are technically different. These are commonly attempted to help consumer to understand on their products. Additionally this would enhances diversity of firm and profits (Investopedia, 2009). Normally they have same business markets, production steps or the elemental technology. It also carries more of certain goods lines. These types of mergers overture hopes for business to deal into other areas of the field decrease danger and afford approach to resources and markets nonexistent previously. (Martin, 2015) Conglomerate Merger A conglomerate merger is when two firms are doing business in absolutely different field. This is commonly done to expand to new industry with reducing risks (Investopedia, 2015).

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Types of Acquisition Friendly Acquisition This type of acquisition takes place when one firm overtaking the target corporation under the agreement from both parties that there will be a full cooperation between the two parties. A negotiation under a peaceful atmosphere (Agarwal & Mittal , 2014). Hostile Acquisition Hostile Acquisition is a situation where the board of members from the company are unaware about an acquisition is taking place or where the target company has rejected the offer of cooperating but the overtaking firm continues to run the process with force (Agarwal & Mittal , 2014). Bailout Acquisition This acquisition method is a bailout method that is used to symbolize a profit making corporation taking over a firm that is struggling. Their motive is to combine their profit and the losses from the sick company in order to payout less tax, thus it is a profit for the sick company where they are bailed out from all the losses (Agarwal & Mittal , 2014). Leveraged Buyouts Such acquisition, a dangerous method, is where an acquisition is taking place to overtake a target corporation with borrowed money. Where it is often using the target company as a collateral in order to pay the loans instead of focusing on the assets of the target firm. Such acquisition is used to acquire a target company without having to commit a great deal of money on the deal (Agarwal & Mittal , 2014).

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Asset Acquisition (Asset Purchase) Asset purchase is only occurred as when the acquirer only purchases the acquirable assets. Under such circumstances consequences follow as per the following:  Contracts: When only the assets of the seller have been purchased by the acquirer, the seller’s business partner’s contracts are not acquired. This can cause confusion if the acquirer has an intension of continuing the business with the same customers and suppliers of the seller, considering all contracts would have to be renegotiated (Bragg, 2015).  Liabilities: When the acquirer purchase those assets and liabilities clearly stated in the purchase agreement. There may be a transfer of liabilities. However, it will not include undocumented or contingent liabilities; this is the key reason for an asset acquisition (Bragg, 2015).  Asset step-up: The firm that is going to make acquisition needs to make records of any assets for tax purposes, and if the recorded value is higher than the average market value, they will not have any kinds of tax benefit (Bragg, 2015).  Net operating loss carry forwards: As the seller’s business entity itself is not purchased by the acquirer, the net operated losses from that entity will not be part of the obtainment by the acquirer (Bragg, 2015).  Title to assets: A legal title must be obtained by the acquirer to each individual asset that they have acquired by purchasing – such title can involve hefty amounts of legal works if it involves many fixed assets (Bragg, 2015). In short, the acquirer could assert on an asset acquisition if they believe that the risk of gaining extra liabilities is excessive (Bragg, 2015). Page | 5

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The shareholders of the seller are normally hostile to asset acquisitions, because of these facts:  Remainders: At the end, the shareholders resulting in having liabilities of the seller (Bragg, 2015).  Double taxation: The seller have to pay income taxes on any kinds of incoming resulted from the auction of assets. After that, if the purchased assets pass through to shareholders, they also need to pay tax again (Bragg, 2015). The asset acquisition is helpful when the acquirer wants to buy only certain parts of company such as specific product line or services. (Bragg, 2015) Stock Acquisition (Stock Purchase) A final agreement when all conditions and rules about the investment and sale of the share of a firm are decided is called the Stock Purchase Agreement (Divestopedia, 2015).

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Merger & Acquisition: US (Hyeon Seok Kim)

Overview M&A transactions in the United States are very complex. The process normally gives an opportunity to the buyer to learn about the targeted business in depth before any consequences of surprises risking the business are followed when closing the transaction. Additionally, sophisticated documentation is used by US buyers to accurately spot risks involving the business between the buyer and seller which then will guard the seller against undisclosed liabilities. Precise plans are drawn by experienced legal and other advisors where a non-US investor will benefit by taking full advantage of these opportunities. (Baker & McKenzie, 2007)

General Legal Framework: US United States has a government of federal system. United States territories including the District of Columbia co-exist in a parallel attitude with national and federal law involved, under the federal system. Laws that are applicable to merger and acquisition transactions (contract law and corporation’s law included) are state laws not federal laws. Within the United States, individual states represent statutory and common law which supply basic legal framework for M&A transactions, in the United States. (Batterson, 2014) Statutory laws of the state of the involved state are mainly aimed at corporations or business entities to overlook and govern diverse core aspects of the transaction being made. Certain requirements are to be met within the state statutory laws for establishment in order to complete a transaction flawlessly, this then includes approvals from the stockholder and board once the requirements are met. There are more other rules and principles which impact the merger and acquisition transactions stated within the state common law. (Batterson, 2014) Page | 7

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Certain acquisition transactions are legislated by the US Congress, even though in the United States it is typically the state laws that govern over M&A transactions. (Batterson, 2014) As the M&A transactions in the United States are given diverse legal frameworks which are governing, an essential part is for both parties to consult through a counsel in order to meet all requirements needed for the proposed transaction to comply with all relevant state and federal laws and regulations. (Batterson, 2014)

Case Study of Google & Motorola Overview On August 15, Google has proclaimed towards Motorola Mobility with an agreement of acquisition. Such event was based in Libertyville, Illinois, where Google has given a condition of 40$ per share where both parties’ boards of directors have approved the deal (Google, 2011). Benefits of the deal Motorola Mobility and Google together will bring new innovations to the world accelerating the world of cyber technology and mobile technology. Consumers will be offered with phones at lower prices (Google, 2011). The Android will be protected by the flagrant portfolio of Motorola Mobility. Android is an open-source (which everyone can use for free) software vital to the mobile community which is offered with a choice for consumers, application developers, mobile phone carriers, and etc (Google, 2011). Why Motorola Mobility? The full commitment for Android operating system of Motorola Mobility offers a perfect fit to both companies. Page | 8

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The man kind will be approached with a greater leap of innovation, with Google behind software and Motorola Mobility behind devices. Motorola Mobility’s long history throughout the timeline of urban technology will give them an advantage, as they are advanced in communications technology and developed in intellectual property. (Google, 2011) Google & Motorola M&A Laws US competition law (Anti-trust Law) The U.S competition laws prevent illegal mergers and acquisition in the business. So The U.S Courts have applied the competition laws to changing markets. (Federal Trade Commission, 2015). The competition laws have focused on constant basic objectives as below:  Assure consumer’s benefit by protecting the process of competition (Federal Trade Commission, 2015).  Assure efficiency and strong incentives for business operation (Federal Trade Commission, 2015).  Try to get high quality products with low price for consumers (Federal Trade Commission, 2015). US competition law includes three core federal competition laws:  The Sherman act: protecting the public from unfair or hard competition such as monopolization or cartels (Federal Trade Commission, 2015).  The federal trade commission act: protect the commerce by prohibiting unfair manner of competition and unfair laws or conventions (Federal Trade Commission, 2015). Page | 9

2015.2 HE611 International Business Law  The Clayton act: protecting consumer profit by establishing clear regulations and laws for fair trade (Federal Trade Commission, 2015). Corporate Law: US Corporate Law in US manages the development and operation of organizations and is concentrated on business and law. Therefore, legal organizations must comply with the laws of the state. However, every states have different types of regulation and laws. An organization will create an artificial entity or person under the legal arguments where they will be standing to be sued or to sue, and upon a contract they do maintain a business without the existence of their stockholders (HG.org, 2015).

Firms are a group that can be taxed, their taxing do shield individual owners and their shareholders from any unnecessary liabilities or debts of the firm under the circumstances of some limited exceptions might be – unpaid taxes (HG.org, 2015).

Corporations area unit usually utilized in tax structuring, where a lower tax rate applies to individuals. Till it is broken down, an organization has lasting life; the deaths of stockholders or other individual owners does not affect the corporate structure in anyway. Each states in the United States have registration laws that require corporations to request a permission to do business in-state business with other entities (HG.org, 2015).

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Merger & Acquisition: European Union (Jaehan Lim)

Overview The merger law in the European Union is under the European Union’s separate merger law where it regulates whether a certain firm can merge with another firm under what conditions. The European Union merger law is part of competition law which is designed to prevent from certain firms do not acquire a certain position in the market gaining much market power on the free market which will impact the interests of consumers or economy or society as a whole. (European Commission, 2010)

General Legal Framework: European Union Within the internal market the fundamental freedom is amongst, the most modern has been stated as the freedom movement of capital, as it has been put as the treaty of freedom that is directly applicable with the entry of the Maastricht Treaty. The Maastricht Treaty has the widest scope amongst all Treaties of freedom: the only treaty able to penetrate into the internal market, it also scopes between Member States and tertiary countries’ capital movements. (European Commission, 2014) The legal framework consists of:  “Provisions of the Treaty on the Functioning of the European Union (TFEU)” (European Commission, 2014).  “Protocols and declarations” (European Commission, 2014).  “Transitional measures or other provisions foreseen in the Acts of Accession” (European Commission, 2014). Page | 11

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Even so the freedom is constructed by Treaty Articles that are applicable, some legislation are to be taken into consideration for which they have an impact on free movement of capital (European Commission, 2014). The clearest analysis of the Treaty provisions is underlying with the Court of Justice of the European Union (CJEU) within specific cases, even though occasionally Interpretative Communications are taken without the prejudice of the CJEU judgements (European Commission, 2014).

General Legal Framework: France The main body of legislation relating to companies in France is the French Commercial Code (Decree 67-236/1967 on commercial companies, as recently incorporated in the Commercial Code by Decree 431/2007). French corporate law is also contained in statutes including the Monetary and Financial Code (Code Monétaire et Financier) and Civil Code (Baker & McKenzie, 2015).

General Legal Framework: Switzerland The legal framework for mergers and acquisitions is generally regarded as liberal and open to foreign investors, who will not face undue regulatory restrictions in Switzerland. The applicable legal framework differs slightly depending on whether an acquisition is structured as an acquisition of shares or an acquisition of assets, and different legal provisions apply to acquisitions by way of a merger (Baker & McKenzie, 2013). The legal framework has changed in recent years, in particular in relation to mergers and tax, as a result of the entry into force of the Merger Act in July 2004, designed to create a more comprehensive and detailed regime for corporate transactions and reorganizations such as Page | 12

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mergers, spinoffs, transfers of businesses with assets and liabilities, and transformations of companies and other legal entities (Baker & McKenzie, 2013).

Case Study of Lafarge S.A (FR) and Holcim (CH) Overview 1. On the date April 7th 2014, Lafarge and Holcim have stated to undergo a merger project in order to create LafargeHolcim (Lafargeholcim, 2015). 2. This project was the second largest merger project to be announced in 2014, worldwide, it had a value of combined market which exceeded $50 billion (Lafargeholcim, 2015). 3. July 10th, 2015, Lafarge and Holcim have completed their project and have created LafargeHolcim (Lafargeholcim, 2015). 4. July 15th 2015, LafargeHolcim has been launched internationally and officially (Lafargeholcim, 2015). Lafarge S.A (FR) and Holcim (CH) M&A Laws EU Competition Law The competition law in the European Union has been created under the concerns of regulations within the competitive markets in the European Union, especially to prevent corporations from creating monopolies or cartels which directly impact the economy in a negative or corrupted manner (European Commission, 2013). The EU competition law used today has been derived from articles 101 to 109 within the Treaty of European Union and also from a series of Regulations and Directives (European Commission, 2013) Page | 13

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Difference between EU / French / Swiss Corporate Law EU Corporate Law European Corporate Law is directed for legal scholarships, which focuses on the formation, operations and insolvencies of firms and corporations in the European Union. Within the European Union only a minimum of standards are applicable to companies concerning European Corporate Law, and which none of the European Corporate law are practical. All member states understand the amendments to make occasionally in order to comply with the EU’s Regulation and Directives. (Böckli, et al., 2012) French Corporate Law In France, the French Corporate Law is basically based on French Civil Law Systems. Also a lot of legal concepts or frameworks in France are very easily found in common law, not only codified law, but also in case laws. However, the use within each ground are different indeed. Today, it is distinctively observable that the French civil law’s length in contractual documents, are a lot shorter than comparable agreements that have been prepared with the common law system. (Triplet, 2015) Swiss Corporate Law The Swiss Corporate Law is used to provide distinction between partnership and corporation firms. It has been scoped from which used to be a category consisting of limited liability firms and stock firms. (Kunz, 2010)

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LafargeHolcim Ltd Lafarge shareholders will receive Holcim Shares in the Exchange Offer and will become LafargeHolcim Ltd shareholders, and their rights as shareholders will be governed by provisions of Swiss corporate law applicable to LafargeHolcim and the Articles of Association of LafargeHolcim (Holcim Ltd, 2015). As a result, and as described in Section 5.3 of this Part I

(Appendix B), there will be

material differences between the current rights of Lafarge shareholders and the rights they can expect to have as LafargeHolcim shareholders (Holcim Ltd, 2015).

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Appendices Appendix A

Source (Deloitte LLP, 2015) P1

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Source: (Deloitte LLP, 2015) P8

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Source: (Deloitte LLP, 2015) P9

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Appendix B

Source: (Holcim Ltd, 2015) P.99

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References Agarwal, P., & Mittal , R. (2014). MERGERS AND ACQUISITIONS ANALYSIS WITH THE CASE STUDY METHOD. International Journal of Management and Commerce Innovations, 2(1), 236-244. Baker & McKenzie. (2007). A Legal Guide to Acquisitions and Doing Business in the United States. Chicago: Cornell University ILR School. Baker & McKenzie. (2013). Asia Pacific Guide to MERGERS & ACQUISITIONS. Baker & McKenzie. Baker & McKenzie. (2015). Global M&A Handbook. Baker & McKenzie. Batterson, D. (2014). United States Negotiated M&A Guide : Corporate and M&A Law Committee. Chicago: Jenner & Block LLP. Böckli, P., Davies, P., Ferran, E., Ferrarini, G., Garrido, J., Hopt, K., . . . Wymeersch, E. (2012). RESPONSE TO THE EUROPEAN COMMISSION’S CONSULTATION ON THE FUTURE OF EUROPEAN COMPANY LAW. Luxemberg: EUROPEAN COMMISSION. Bragg,

S. (2015). The Asset Purchase. http://www.accountingtools.com

Retrieved

from

Accounting

Tools:

Deloitte LLP. (2015). M&A index 2015 : The deal momentum continues into 2015. London: Deloitte. Divestopedia. (2015). Stock Purchase Agreement (SPA). Retrieved from Divestopedia: https://www.divestopedia.com European Commission. (2010). EU Competition Law : Rules Applicable to Merger Control. Luxembourg: European Commission. European Commission. (2013). EU Competition Law: Rules Applicable to Antitrust Enforcement. Luxembourg: European Commission. European Commission. (2014, November 11). Legal Framework. Retrieved from Banking and Finance: http://ec.europa.eu Federal Trade Commission. (2015). Statutes Enforced or Administered by the Commission. Retrieved from Federal Trade Commission : Protecting America's Consumers: https://www.ftc.gov/enforcement/statutes Federal Trade Commission. (2015). The Antitrust Laws. Retrieved from Federal Trade Commission : Protecting America's Consumers: https://www.ftc.gov Page | 20

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Google. (2011, August 15). AGREEMENT AND PLAN OF MERGER. Retrieved from U.S. Securities and Exchange Commission: http://www.sec.gov Google. (2011, August 15). Facts about Google’s acquisition of Motorola. Retrieved from Google: http://www.google.com/press/motorola HG.org. (2015). Corporate Law: Definition, State Laws, Publications, Organizations. Retrieved from HG.org : Legal Resources: http://www.hg.org Holcim Ltd. (2015). Registration Document. Jona: Holcim Ltd. Investopedia. (2009, February). Congeneric Merger. Retrieved from Investopedia: http://www.investopedia.com Investopedia. (2015, July 25). Conglomerate Merger. Retrieved from Investopedia: http://www.investopedia.com Investopedia. (2015, May 11). Horizontal Merger. Retrieved from Investopedia: http://www.investopedia.com Kunz, P. (2010). SWISS CORPORATE GOVERNANCE – AN OVERVIEW. the XVIIIth International Congress of Comparative Law . Bern: 99-134. Lafargeholcim. (2015). Our http://www.lafargeholcim.com

History.

Retrieved

from

Lafargeholcim:

Martin. (2015, January 29). Different types of Mergers and Acquisitions (M&A). Retrieved from Entrepreneurial Insights: http://www.entrepreneurial-insights.com Metcalf, T. (2015). What Is a http://smallbusiness.chron.com/

Vertical

Merger?

Retrieved

from

Chron:

Triplet. (2015). French Corporate Law - a limited overview. Retrieved from Triplet & Associes: http://www.triplet.com

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Reference Lists- Chan Min Lee Agarwal, P., & Mittal , R. (2014). MERGERS AND ACQUISITIONS ANALYSIS WITH THE CASE STUDY METHOD. International Journal of Management and Commerce Innovations, 2(1), 236-244. Bragg,

S. (2015). The Asset Purchase. http://www.accountingtools.com

Retrieved

from

Accounting

Tools:

Divestopedia. (2015). Stock Purchase Agreement (SPA). Retrieved from Divestopedia: https://www.divestopedia.com Investopedia. (2009, February). Congeneric Merger. Retrieved from Investopedia: http://www.investopedia.com Investopedia. (2015, July 25). Conglomerate Merger. Retrieved from Investopedia: http://www.investopedia.com Investopedia. (2015, May 11). Horizontal Merger. Retrieved from Investopedia: http://www.investopedia.com Martin. (2015, January 29). Different types of Mergers and Acquisitions (M&A). Retrieved from Entrepreneurial Insights: http://www.entrepreneurial-insights.com Metcalf, T. (2015). What Is a http://smallbusiness.chron.com/

Vertical

Merger?

Retrieved

from

Chron:

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Reference Lists- Hyeon Seok KIM Baker & McKenzie. (2007). A Legal Guide to Acquisitions and Doing Business in the United States. Chicago: Cornell University ILR School. Batterson, D. (2014). United States Negotiated M&A Guide : Corporate and M&A Law Committee. Chicago: Jenner & Block LLP. Federal Trade Commission. (2015). Statutes Enforced or Administered by the Commission. Retrieved from Federal Trade Commission : Protecting America's Consumers: https://www.ftc.gov/enforcement/statutes Federal Trade Commission. (2015). The Antitrust Laws. Retrieved from Federal Trade Commission : Protecting America's Consumers: https://www.ftc.gov Google. (2011, August 15). AGREEMENT AND PLAN OF MERGER. Retrieved from U.S. Securities and Exchange Commission: http://www.sec.gov Google. (2011, August 15). Facts about Google’s acquisition of Motorola. Retrieved from Google: http://www.google.com/press/motorola HG.org. (2015). Corporate Law: Definition, State Laws, Publications, Organizations. Retrieved from HG.org : Legal Resources: http://www.hg.org

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Reference Lists- Jae Han LIM Baker & McKenzie. (2013). Asia Pacific Guide to MERGERS & ACQUISITIONS. Baker & McKenzie. Baker & McKenzie. (2015). Global M&A Handbook. Baker & McKenzie. Böckli, P., Davies, P., Ferran, E., Ferrarini, G., Garrido, J., Hopt, K., . . . Wymeersch, E. (2012). RESPONSE TO THE EUROPEAN COMMISSION’S CONSULTATION ON THE FUTURE OF EUROPEAN COMPANY LAW. Luxemberg: EUROPEAN COMMISSION. European Commission. (2010). EU Competition Law : Rules Applicable to Merger Control. Luxembourg: European Commission. European Commission. (2013). EU Competition Law: Rules Applicable to Antitrust Enforcement. Luxembourg: European Commission. European Commission. (2014, November 11). Legal Framework. Retrieved from Banking and Finance: http://ec.europa.eu Holcim Ltd. (2015). Registration Document. Jona: Holcim Ltd. Kunz, P. (2010). SWISS CORPORATE GOVERNANCE – AN OVERVIEW. the XVIIIth International Congress of Comparative Law . Bern: 99-134. Lafargeholcim. (2015). Our http://www.lafargeholcim.com

History.

Retrieved

from

Lafargeholcim:

Triplet. (2015). French Corporate Law - a limited overview. Retrieved from Triplet & Associes: http://www.triplet.com

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Reference Lists- Appendix Deloitte LLP. (2015). M&A index 2015 : The deal momentum continues into 2015. London: Deloitte. Holcim Ltd. (2015). Registration Document. Jona: Holcim Ltd.

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