Obligation Lafarge S.A 4.75% ( XS0215159731 ) en EUR

Lafarge S.A

99.859 % ▼

France

XS0215159731 ( en EUR )

4.75% par an ( paiement annuel )

Obligation remboursée le 31/05/2016 - Obligation échue

Prospectus brochure de l'obligation Lafarge S.A XS0215159731 en EUR 4.75%, échue

1 000 EUR

500 000 000 EUR

BB+ ( Spéculatif )

Ba1 ( Spéculatif )

Obligation remboursée le 31/05/2016

L'Obligation émise par Lafarge S.A ( France ) , en EUR, avec le code ISIN XS0215159731, paye un coupon de 4.75% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le Obligation remboursée le 31/05/2016

L'Obligation émise par Lafarge S.A ( France ) , en EUR, avec le code ISIN XS0215159731, a été notée Ba1 ( Spéculatif ) par l'agence de notation Moody's.

L'Obligation émise par Lafarge S.A ( France ) , en EUR, avec le code ISIN XS0215159731, a été notée BB+ ( Spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

Pricing Supplement
Pricing Supplement dated 21 March 2005
http://www.oblible.com
LAFARGE S.A.
Issue of Euro 500,000,000 4.75 per cent. Notes due 23 March 2020 (the "Notes")
under the 7,000,000,000 Euro Medium Term Note Programme
This document constitutes the Pricing Supplement relating to the issue of Notes described herein.
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set
forth in the Offering Circular dated 24 May 2004. This Pricing Supplement contains the final terms
of the Notes and must be read in conjunction with such Offering Circular.
1
Issuer:
Lafarge S.A.
2
(i)
Series Number:
LAFMTN 14

(ii)
Tranche Number:
1
3
Whether the Notes are ordinary, deeply
subordinated
or
unsubordinated
(and
if,
subordinated, whether dated or undated), in the
case of Undated Subordinated Notes, whether
payment of interest can be deferred; and the
use of proceeds thereof and, in the case of
Dated Subordinated Notes, whether payments
of interest will be Subordinated:
Unsubordinated
4
Specified Currency or Currencies:
Euro (" ")
5
Aggregate Nominal Amount:

(i)
Series:
500,000,000

(ii)
Tranche:
500,000,000
6
Issue Price of Tranche:
99.474 per cent. of the Aggregate
Nominal Amount
7
Specified Denominations:
1,000 and 50,000
8
Issue Date:
23 March 2005

Interest Commencement Date:
Issue Date
9
Maturity Date:
23 March 2020
10
Interest Basis:
4.75 per cent. Fixed Rate
(further particulars specified at paragraph
16 below)
11
Redemption/Payment Basis:
Redemption at par
//
1

12
Change of Interest or Redemption/Payment
Basis:
Not Applicable
13
Put/Call Options:
Not Applicable
14
Listing:
Luxembourg
15
Method of distribution:
Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16
Fixed Rate Note Provisions
Applicable

(i)
Rate of Interest:
4.75 per cent. per annum payable
annually in arrear

(ii)
Interest Payment Date(s):
23 March in each year commencing on 23
March 2006

(iii)
Fixed Coupon Amount:
47.50 per 1,000 in nominal amount
2,375 per 50,000 in nominal amount

(iv)
Broken Amount:
Not Applicable

(v)
Fixed Day Count Fraction:
Actual/ Actual (ISMA)

(vi)
Determination Date(s):
Interest Payment Dates
(vii) Other terms relating to the method of
calculating interest for Fixed Rate Notes:
None
17
Floating Rate Provisions
Not Applicable
18
Zero Coupon Note Provisions
Not Applicable
19
Index Linked Interest Note Provisions
Not Applicable
20
Dual Currency Note Provisions
Not Applicable
21
Physical Delivery Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
22
Issuer Call
Not Applicable
23
Investor Put
Not Applicable
24
Final Redemption Amount
1,000 per Note of
1,000 specified
denomination
50,000 per Note of 50,000 specified
denomination
25
Early Redemption Amount(s) of each Note
payable on redemption for taxation reasons or
on event of default and/or the method of
calculating the same (if required or if different
from that set out in Condition 6(e):
Nominal amount of each Note
//
2

GENERAL PROVISIONS APPLICABLE TO THE NOTES
26
Form of Notes:
Temporary Global Note exchangeable for
a Permanent Global Note which is
exchangeable for Definitive Notes only
upon an Exchange Event.
27
Financial Centre(s) or other special provisions
relating to Payment Dates:
Not Applicable
28
Talons for future Coupons or Receipts to be
attached to Definitive Notes (and dates on which
such Talons mature):
No
29
Details relating to Partly Paid Notes: amount of
each payment comprising the Issue Price and if
different from those specified in the Temporary
Global Note, date on which each payment is to
be made and consequences (if any) of failure to
pay, including any right of the Issuer to forfeit the
Notes and interest due on late payment:
Not Applicable
30
Details relating to Instalment Notes amount of
each instalment, date on which each payment is
to be made:
Not Applicable
31
Redenomination applicable:
Redenomination not applicable
32
Other terms or special conditions:
Not Applicable
DISTRIBUTION
33
(i)
If syndicated, names of Managers:
Barclays Bank PLC
Citigroup Global Markets Limited
Dresdner Bank AG London
J.P. Morgan Securities Ltd.

(ii)
Stabilising Manager (if any):
Dresdner Bank AG London
34
If non-syndicated, name of Dealer:
Not Applicable
35
Whether TEFRA D or TEFRA C rules applicable
or TEFRA rules not applicable
TEFRA D
36
Additional selling restrictions:
THE NETHERLANDS:
The Notes may not be offered, sold,
delivered or transferred, in their initial
distribution or any re-offering, and this
Pricing
Supplement
or
any
other
document in respect of the offering may
not be distributed, in the Netherlands
other than to individuals or legal entities
which trade or invest in securities in the
conduct of their profession or business
(which
includes
banks,
investment
//
3

institutions,
securities
intermediaries
(including dealers and brokers), insurance
companies,
pension
funds,
other
institutional
investors
and
treasury
departments and finance companies of
large enterprises).
OPERATIONAL INFORMATION
37
Any clearing system(s) other than Euroclear and
Clearstream, Luxembourg and the relevant
identification number(s):
Not Applicable
38
Delivery:
Delivery against payment
39
Additional Paying Agent(s) (if any):
Not Applicable
40
Rating
Moody's Investors Services: Baa2
Standard and Poor's: BBB

ISIN:
XS0215159731

Common Code:
21515973

German Securities Code
A0D Z77
LISTING APPLICATION
This Pricing Supplement comprises the final terms required to list the issue of Notes described herein
pursuant to the 7,000,000,000 Euro Medium Term Note Programme of Lafarge.
STABILISING
In connection with this issue, Dresdner Bank AG London (the "Stabilising Agent") or any person acting
for him may over-allot or effect transactions with a view to supporting the market price of the Notes at
a level higher than that which might otherwise prevail for a limited period after the issue date of the
Notes. However, there may be no obligation on the Stabilising Agent or any agent of his to do this.
Such stabilising, if commenced, may be discontinued at any time, and must be brought to an end after
a limited period and will be carried out in compliance with all applicable laws and regulations.
MATERIAL ADVERSE CHANGE STATEMENT
Except as disclosed in this document, there has been no significant change in the financial or trading
position of the Issuer or of the Group since 31 December 2004 and no material adverse change in the
financial position or prospects of the Issuer or the Group since 31 December 2004.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in this Pricing Supplement.
Signed on behalf of the Issuer:

By: ________________________
Duly authorised
//
4

RECENT DEVELOPMENTS
1. The following is an extract of a press release published by the Issuer on 7 June 2004:
"Lafarge inaugurates an ultra modern cement plant in Tetouan, Morocco
The Lafarge group opened a brand new, ultra modern cement plant in Tetouan, Morocco on 28
May 2004. With a production capacity of one million tonnes, the new plant was designed to meet
fast-growing demand in Morocco's northern provinces. Altogether, the group invested 120 million
euros in the new plant.
The industrial performances of the new plant are comparable to the best cement plants in the
world, notably in terms of energy consumption and product quality. In addition to energy savings
generated by the choice of production methods, 40% of the plant's electricity needs will be
supplied by renewable energy generated by a local windfarm. Wind power will replace electricity
produced by thermal power plants, thereby reducing greenhouse gas emissions. This is a world
premiere. Environmental protection efforts accounted for 15% of the total investment in the new
plant.
To meet the growing needs of the Moroccan market, Lafarge will continue to make the necessary
investments in production capacity in the years ahead to safeguard its leading position in the
country. The group also announced that it is investing 80 million euros in the construction of a new
900,000 tonne production line at the Bouskoura cement plant near Casablanca. The new Tetouan
plant was also designed to accommodate a second production line as soon as more capacity is
needed to meet market demand.
"Together with the increase of capacity in Bouskoura, the successful start of our new cement plant
in Tetouan will enable us to pursue our development in this fast-growing market with very good
returns and excellent environmental performance. These investments are perfectly consistent with
Lafarge's long-term business strategy, particularly directed towards growing markets", said
Bernard Kasriel, CEO of Lafarge."
2. The following is an extract of a press release published by the Issuer on 13 July 2004:
"Lafarge successfully completes a Eurobond exchange offer
Lafarge announces today having successfully completed a Eurobond exchange offer. The offer to
exchange Lafarge 1 bn bonds due 2008 for a new 10-year benchmark bond was launched on 29
June, 2004 and was priced on 9 July. The offer will be finally settled on 16 July. The transaction
was well received by the market and investors, and a total of nominal 560 million of existing
bonds were exchanged against a new issue amounting to 612 million.
This exchange offer, which follows a first successful bond exchange for 500 million completed in
December 2003, forms part of Lafarge's ongoing management of its debt. It enables the group to
lengthen the average maturity of its debt without increasing its amount, and to achieve a more
balanced repayment schedule while benefiting from favorable market conditions.
"This offer is perfectly in line with Lafarge's active management of its debt. The high level of
interest raised by the offer and the pricing achieved reflect the status of Lafarge as a premium
borrower in the bond market", declared Jean-Jacques Gauthier, Executive Vice-President Finance.
The offer was subject to a prospectus approved by the Luxembourg listing authorities and did not
constitute a public offer in any jurisdictions other than Luxembourg. Accordingly, no offer was
made in Italy, Sweden, Finland or Spain and other restrictions applied in particular in the United
//
5

Kingdom, France, Germany, Belgium, Denmark and The Netherlands. The offer was made outside
the United States in accordance with Regulation S under the Securities Act of 1933. The securities
offered have not been and will not be registered under the Securities Act of 1933 and may not be
offered or sold in the United States absent registration or an applicable exemption from the
Securities Act."
3. The following is an extract from a press release published by the Issuer on 2 November 2004:
"Blue Circle North America assets will continue to be managed by Lafarge North America
Lafarge acknowledges the decision of the Special committee of independent directors of Lafarge
North America, endorsed by the Board, not to exercise the option to purchase the U.S. cement and
construction materials assets of Blue Circle North America during the exercise period expiring
December 31, 2004.
As has been the case since the acquisition by Lafarge of Blue Circle in July 2001, Lafarge North
America will continue to manage the assets of Blue Circle North America under a management
agreement , which has been renewed for 2005."
4. The following is an extract from a press release published by the Issuer on 22 December 2004:
"Lafarge announces sale of its 40% minority stake in Carmeuse North America BV
Lafarge today announces that it has completed the sale of all its 40% stake in Carmeuse North
America BV to Carmeuse, for US$ 140M. Lafarge had been a minority shareholder within
Carmeuse North America since 1998.
Carmeuse North America is a producer of lime and limestone products serving the United States
and Canada."
5. The following is an extract from a press release published by the Issuer on 3 January 2005:
"Lafarge announces the acquisition of "Cementos Selva Alegre" in Ecuador
Lafarge announces the acquisition of Finlatam V GmbH, Germany, which owns nearly 99% of the
shares of Cementos Selva Alegre, a major cement player in Ecuador. The company has been
acquired at a price of about USD 130M and is free of debt.
Cementos Selva Alegre, a cement manufacturer ranked number 2 in the Ecuadorean market with
a 20% market share, owns a cement plant with an annual production capacity of 640,000 tonnes.
The plant is located some 110 km north of the capital, Quito, in the heart of one of the country's
most dynamic markets.
With a population of nearly 13 million, Ecuador offers a growing cement market of 3.2 million
tonnes in 2003.
"The strong position enjoyed by Cementos Selva Alegre on the Ecuadorean market and in
particular its leading position in the economically vibrant region of Quito make this acquisition
particularly attractive for the Group. We are pursuing our development strategy in growing markets
by strengthening our industrial presence in Latin America in favourable conditions, the acquisition
being expected to create value rapidly", declared Lafarge Chief Executive Officer Bernard Kasriel."
6. The following is an extract from a press release published by the Issuer on 18 January 2005:
"Expiry of the partnership with State Of Wisconsin Investment Board in South Korea, India
and Japan
//
6

Lafarge announces the buyout of minority interests held by State of Wisconsin Investment Board
(SWIB) in its cement activities in South Korea, India and Japan, in accordance with the partnership
agreements concluded five years ago.
This final transaction marks the end of a successful collaboration that has helped Lafarge's
development in Asia.
The transaction is worth $141m, and includes:
·
a 20.3% stake in Lafarge Halla Cement in South Korea, taking its total stake to 71.4%.
Lafarge Halla Cement is South Korea's fourth-largest cement producer, with three industrial
sites and the capacity to produce 7.5 million tonnes of cement per year.
·
a 23.6% stake in Lafarge India Private Ltd, taking its total stake to 94.4%. Lafarge India
Private Ltd is the leading player in Eastern India. With total cement production capacity of 5
million tonnes across two cement plants and a grinding station, this unit supplies around
20% of the Eastern Indian market.
·
a 43% stake in Lafarge Japan Holdings, taking its total stake to 100%. Lafarge Japan
Holdings owns 39.4% of Lafarge Aso Cement Ltd, which has two cement plants and total
cement production capacity of 3 million tonnes."
7. The following is an extract of a press release published by the Issuer on 24 February 2005:
"EXCELLENT 2004 PERFORMANCE DRIVES NET INCOME
INCREASE OF 19%
The Board of Directors of Lafarge, meeting on February 23, 2005, approved the accounts for the year
ending December 31, 2004. A ful report was given to the directors of the Board on the dramatic
consequences of the Tsunami on our Aceh cement plant in Indonesia. They were informed about al
measures taken by both local and corporate teams and they expressed their deep sympathy for al
af ected employees.
KEY FIGURES
Like for like sales up 7.7%
· Operating income on a like-for-like basis up 12.8%
· Gearing down to 59% from 67% at the end of 2003
· Cash flow from operations up 17.5%
· Cash flow to net debt ratio increased to 32.5% from 25.5% in 2003
· Dividend up to 2.40 per share (+4.3% from 2.30 in 2003), subject to Annual General Meeting
·
approval
GROUP HIGHLIGHTS
Solid organic growth and strong increase in operating income.
· Improvement across al divisions.
· Clear benefits of the Group's unique business mix and geographical spread.
· Balance sheet strengthened ahead of schedule, giving financial flexibility to pursue the strategy of
·
the Group.
Operational improvements, particularly in plant performance, pricing and cost management, have
·
driven up margins and Return on capital employed after tax.
The Group is carrying out a large number of capacity expansions, with 6 plants under construction
·
in Cement, 4 in Gypsum and 3 in Roofing, that wil support organic growth going forward.
BERNARD KASRIEL, CHIEF EXECUTIVE OFFICER OF LAFARGE, SAID:
"We are delighted with the widespread upturn in our results during 2004, reflecting healthy demand
and strong performance management across al our divisions. We are particularly pleased with the
strong increase of the return on capital employed and the net income, reflecting this strong
performance.
//
7

We enter 2005 wel placed to leverage the overal favorable market environment and to increase
prices. We wil also benefit from the continuous performance improvement in al our businesses and
from our unique business mix and geographical portfolio. Furthermore, our financial flexibility wil
enable us to pursue our growth strategy. We wil have to manage some chal enges: high energy and
energy related cost increases as wel as the expected weakness of the German, South Korean
markets and of Brazil. In this context, we expect a 6 to 8% like for like growth of our operating
income on ordinary activities for 2005."
CONSOLIDATED ACCOUNTS AS AT DECEMBER 31, 2004
December 31, December 31,

2004
2003
Variation
Mil ion
Mil ion
Sales
14,436
13,658
+ 5.7%
Operating income on
ordinary activities
2,124
1,934
+ 9.8%
Net income
868
728
+ 19.2%
Net income per share
in
5.16
4.92
+ 4.9%
Cash flow from operations
2,113
1,799
+ 17.5%
Group net debt
6,499
7,061
-8%
GROUP OPERATING HIGHLIGHTS BY DIVISION
Operating income
on ordinary
December December
activities
31, 2004
31, 2003 Variation Like for
like
Mil ion
Cement
1,567
1,466
+6.9% +10.6%
Aggregates and
Concrete
337
283
+19.1% +18.3%
Roofing
150
142
+5.6% +5.7%
Gypsum
129
84
+53.6%
50%
Other
(59)
(41)
NA
NA
TOTAL
2,124
1,934
+9.8% +12.8%
(In the text below, all % variances are expressed on a like-for-like basis)
Cement
Sales up 9.2%. Operating income up 10.6%
· The Cement division's operating income growth has been driven by good pricing trends in the
·
context of sharp increases in energy and freight costs, good volume growth overal and strong
performance management.
Overal , the operating margin for the division was stable at 21.2%, il ustrating the ability of our
·
cement operations to contain the impact of sharp rises in energy and freight costs. Return on capital
employed after tax went up to 9.5% from 8.4% in 2003.
The increase of Cement operating income was driven by a growth of 17.5% in North America,
·
2.6% in Western Europe reflecting mixed performance across the region, and 16.3% in growth
markets. Among these, Central and Eastern Europe reported a 20.9% increase, the Mediterranean
Basin a 34.5% increase, and Africa and the Indian Ocean a 41.9% increase. These results were
mitigated by a slight decline in Latin America due to Brazil and in Asia, due to a slowdown in the
South Korean and Malaysian markets.
Aggregates and Concrete
Sales up 7.6%. Operating income up 18.3%.
· The Aggregates and Concrete division's operating income growth was essential y driven by strong
·
volumes in North America, in France and in growth markets, overal solid pricing gains and increased
volumes of value-added concrete products in France, the UK and North America. Dif icult trading
conditions were experienced in Asphalt and Paving activities in the UK.
The operating margin increased to 7.1% from 6.3%. Return on capital employed after tax
·
increased to 7.9% from 6.8%.
//
8

The division carried out two significant acquisitions: The Concrete Company (TCC) in Georgia, USA,
·
and Hupfer Holdings in France and Switzerland.
Roofing
Sales down 1%. Operating income up 5.7%
· The operating income rose by 7.5% in Western Europe, driven by strong sales in France and the
·
UK, despite another fal in Germany. Improved results were also reported in North America, driven
by a buoyant housing market.
Operating margin increased to 10% from 9.4%, partly thanks to further cost reductions in
·
Germany. Return on capital employed after tax increased to 5.5% from 4.8%.
Gypsum
Sales up 12.2%. Operating income up 50%.
· The significant growth in operating income was largely due to the sharp improvement in North
·
America, where our Gypsum US strategy is delivering. The US residential housing and renovation
work remained buoyant. Outputs from our high-speed plants, Silver Grove and Palatka, increased
during the year, plant performance improved and prices were successful y raised. Western Europe
also contributed to the upturn in the Gypsum division results, largely driven by performance in
France.
Operating margin for the division sharply increased to 9.6% from 7.0%. Return on capital
·
employed after tax strongly increased to 9.5% from 6.3%.
CAPITAL EXPENDITURES AND DISPOSALS
Further progress in strengthening the Group's financial structure was achieved. Capital expenditures
increased to about 1.5 bil ion in 2004. The debt reduction came from strong cash flow from
operations and sizeable disposals.
783 milion in sustaining capital expenditure
Sustaining capital expenditure totaled 783 mil ion, focused on continuous upgrading of existing
·
industrial operations around the world.
350 milion investments in organic growth aimed at capacity increases and performance
improvements
Selective capacity expansion projects continued, mostly in cement with the building of a new
·
production line in Tula, Mexico, in Ewekoro, Nigeria, in Bouskoura, Morocco and in Chongqing, China,
to meet the very strong growth of the local market, and the building of a new plant in Bangladesh.
420 milion on high potential acquisitions
Main acquisitions were Cementos Selva Alegre in Ecuador for 98 mil ion, the cement and ready-
·
mix concrete assets of The Concrete Company (TCC) in Georgia, USA, for 87 mil ion; Hupfer
Holdings, an aggregate and concrete ready-mix producer in France and Switzerland for 69 mil ion; a
10.2% stake in Lafarge Hal a Cement in South Korea; and a 14% stake in Lafarge Boral Gypsum in
Asia for 34 mil ion.
Al acquisitions were selected for their synergies with existing operations or for their potential as
·
platforms for further growth in at ractive and profitable markets.
574 milion disposals of non-core assets
The Group realized 574 mil ion from disposals, the most significant ones being the disposal of a
·
40.9% stake in Molins, Spain, for 265 mil ion and a 40% stake in Carmeuse North America BV for
98 mil ion.
IFRS: TRANSITION COMPLETED
The main impact of the transition to IFRS on the 2004 financial statements is due to the
·
accounting treatment of pension plans and goodwil .
Net Income increases to 1,046 mil ion mainly as a consequence of the end to the amortization of
·
goodwil and of pension related prior actuarial losses.
Total equity at year end is reduced to 9,901 mil ion, principal y as a result of the charge to equity
·
of 766 mil ion of after tax prior actuarial losses on pension plans.
Net debt at year end increases to 6,958 mil ion, mainly as a consequence of the inclusion of the
·
amount of the receivable securitization programme and of the sale options of subsidiary shares
granted to minority shareholders.
Our financial ratios under IFRS at the end of 2004 remain solid, with gearing at 70% and cashflow
·
to net debt at 30.4%."
//
9

8. The following is an extract of a press release published by the Issuer on 24 February 2005:
"Proposed new terms and appointments to Lafarge Board of Directors
The Lafarge Board of Directors, meeting on February 23, 2005, announced that it will submit for
approval to the annual general meeting of Lafarge Shareholders, the renewal of Director's term of
Michel Bon, Bertrand Collomb and Alain Joly. The Board will also propose the appointment as
Directors of Jean-Pierre Boisivon, Philippe Charrier, Oscar Fanjul and Bruno Lafont, to replace
Bernard Isautier, who left the Board at the end of 2004, and Jean Keller, Patrice Le Hodey, Robert
Murdoch, whose terms are ending...
·
Jean-Pierre Boisivon is Chairman of the Board of Directors of the Centre National
d'Enseignement à Distance (CNED), General Delegate at the Institut de l'Entreprise, and
Chairman of the Comité d'organisation des expositions du travail « Un des Meilleurs
Ouvriers de France ».
·
Philippe Charrier is Chairman and CEO of Procter & Gamble in France. He is notably
Director of Eco Emballages, of the Fondation HEC and of the Institut de Liaisons et
d'Etudes des Industries Economiques (ILEC). He is also Vice Chairman of Entreprise et
Progrès.
·
Oscar Fanjul is Honorary Chairman of Repsol SA and Vice Chairman of Omega Capital
company. He is notably Director of Unilever, of Marsh & McLennan Companies and of the
London Stock Exchange. He is a member of the Supervisory Board of Carlyle Group in
Europe and of Sviluppo Italia. He is also an International Adviser to Goldman Sachs.
·
Bruno Lafont has been Chief Operating Officer of the Lafarge Group since May 2003."
//
10