Noerr advises Befesa on acquisition of American Zinc Recycling and capital increase

Noerr advises Befesa S.A., which is listed on the Frankfurt Stock Exchange, on the acquisition of American Zinc Recycling Corp. (AZR) and a capital increase for the financing of the acquisition. The purchase price is USD 450 million.

Befesa is headquartered in Luxembourg and is a leading provider of hazardous waste recycling services for the secondary steel and aluminium industry. With the acquisition of AZR, a US market leader in providing electric arc furnace steel dust (EAFD) recycling services, Befesa will become a global leader in EAFD recycling with twelve facilities in Europe, Asia and the USA.

The acquisition is being financed by a capital increase of 5,933,293 new ordinary shares from the existing authorised capital and a term loan B add-on. The shares were placed with institutional investors by way of an accelerated book-building process resulting in gross proceeds of around EUR 332 million.

As part of the transaction, Befesa is also acquiring a minority stake in AZR’s zinc refining business for USD 10 million with a put / call structure for the remaining stake for a purchase price of USD 135 million (plus an earn-out of up to USD 29 million) if certain operational and financial milestones are met.

The transaction is expected to close in the Q3 2021.

Noerr advises Befesa on the transaction with a team from Paul Weiss Rifkind, Wharton & Garrison (USA) and Arendt & Medernach (Luxembourg).

Advisors to Befesa S.A.: Noerr Partnerschaftsgesellschaft mbB

Michael Brellochs (lead, Capital Markets, Corporate/M&A, Munich), Julian Schulze De la Cruz, Laurenz Wieneke (both Capital Markets, Frankfurt), Fabian Badtke (Antitrust & Competition), Bärbel Sachs (Foreign Trade Laws, Berlin), Georg Langheld (Capital Markets, Corporate/M&A, Munich), Sebastian de Schmidt (Capital Markets, Frankfurt)

Associates: Philipp Buchs (Corporate/M&A, Düsseldorf), Lorenz Jarass (Antitrust & Competition, Frankfurt), Thomas Thies (Capital Markets, Frankfurt)

USA: Paul Weiss Rifkind, Wharton & Garrison LLP (Tarun M. Stewart, Ji Lu)

Luxembourg: Arendt & Medernach S.A. (François Warken, Alexander Olliges)

Befesa's inhouse legal team included General Counsel Birke Fuchs, Juanjo Gómez Maldonado and Ana Basaldua Bilbao.