Huaxin Building Materials Group Co., Ltd. (HX BLDG MAT) has signed a Share Purchase Agreement to buy 99.99% of CSN Cimentos Brasil S.A. from Companhia Siderúrgica Nacional. The deal, announced on 7 November 2026, is based on an agreed enterprise value of BRL 12.70 billion (USD 2.31 billion) and carries an initial equity consideration of approximately BRL 9.03 billion (USD 1.64 billion). Final pricing will be adjusted for net debt (BRL 3.67 billion as of 30 June 2026) and working-capital variations (target: BRL -0.28 billion).
Payment will be settled in a single cash instalment at closing, funded through Huaxin’s internal resources, bank loans, bond issues and other external financing. Either party faces a break-up fee of BRL 0.75 billion if the transaction does not close by 8 November 2027 due to its own fault.
Huaxin derived the valuation from market-standard methodologies and comparable Brazilian cement transactions, noting that the implied EV/EBITDA multiple is below the 9.4x median observed in domestic sector deals over the past decade. The agreed equity value (BRL 9.03 billion) exceeds the target’s BRL 6.72 billion net assets (31 December 2025), reflecting its market position, 2.2 billion-ton limestone reserves and anticipated synergies.
CSN Cimentos is Brazil’s second-largest cement producer with seven integrated plants, six grinding units and 17 million tonnes of annual cement capacity, representing roughly a 21% national market share. The company generated revenue of USD 891.61 million and EBITDA of USD 234.46 million in 2025, equating to a 26.3% EBITDA margin. High financing costs linked to its parent have constrained profitability (2025 net profit: USD 24.14 million). Huaxin plans to refinance expensive debt post-acquisition to lift earnings.
Strategically, the purchase marks Huaxin’s first entry into Brazil and aligns with its decade-long overseas expansion strategy, which has already taken its clinker capacity outside China to 27.50 million tonnes annually across 14 countries. Management expects the Brazilian platform to diversify geographic exposure and unlock operational synergies.
Closing is contingent on antitrust clearance from Brazil’s CADE, approval from Brazil’s ANEEL, and outbound-investment filings with China’s Ministry of Commerce, NDRC and SAFE. All approvals are targeted for 1Q 2027. Upon completion, CSN Cimentos will become a consolidated subsidiary of Huaxin.
Under Hong Kong Listing Rules, the transaction qualifies as a discloseable transaction (percentage ratios >5% but <25%) and therefore requires public announcement but not shareholder approval. Investors are advised that the acquisition remains subject to the satisfaction of all closing conditions.