I welcome this opportunity to inform the House about the proposed sale of Irish Steel Limited to ISPAT International. I was particularly pleased to visit Cork on 6 September last to sign the contract for sale.
As this House will be well aware, Irish Steel's troubles have been going on for decades. Successive Governments have invested substantial amounts of taxpayers' money into the company with no return on the taxpayers' funding. Irish Steel has only made profits in three years out of the last 20 and these profits were never of sufficiently large amount to protect the company in its years of poorer performance. Its consolidated profit and loss account to the end of June 1995 shows an accumulated loss of some £145 million. The experience over the years has demonstrated that the State was far from the ideal partner.
We have seen employment levels in Irish Steel drop from a level of over one thousand two decades ago to a level this time last year of 561. In the trading year 1993-94, Irish Steel was losing well over £1 million a month and total losses for the year amounted to over £20 million. Figures for the year to the end of June 1995 show further losses, although on a scale considerably less than the previous year, with losses approaching £6 million.
Irish Steel is a small stand-alone company within a much bigger European and worldwide steel industry. The international steel market that the company serves is cyclical and in the early 1990s the steel industry experienced a downturn in both price and sales volumes. Selling prices were lower than they had been for 20 years and raw material prices were high, leading to immense pressures on margins. Most steel companies in Europe found the going tough and as a result, with the support of the European Commission, a massive restructuring of the steel industry in Europe was undertaken. Following the lead taken in Europe and in the light of the huge losses being made — £13 million on a turnover of £58 million in the year ended June 1993 — it was imperative for Irish Steel to implement cost reduction and restructuring measures.
During 1993, the company unsuccessfully tried to negotiate a cost reduction package with its workforce. A new viability plan was drawn up in early 1994. This was an absolute precondition to the very survival of the company. This plan provided for, inter alia, a reduction of 205 workers, the introduction of new totally flexible work practices, the achievement of efficiencies and a pay freeze. There were extreme difficulties in reaching agreement with the unions on the implementation of the plan. Industrial relations difficulties beset the company throughout the summer of 1994. Following difficult negotiation — that saw the company on the verge of closure on a number of occasions — each of the trade unions and all employees in Irish Steel indicated their acceptance of the company's survival plan. The plan allowed for cost improvements and savings of £8.8 million per year. I am pleased to acknowledge the tremendous sacrifices and efforts made by the workers of Irish Steel in the implementation of the viability plan.
This survival plan has been vital in securing a prospect of achieving a viable future for Irish Steel. Without the achievement of cost savings under the plan, it is unlikely that any company would have been interested in Irish Steel, but there were considerable doubts that the company could achieve and sustain viability on its own. For example, the European Commission and others expressed considerable reservations about the ability of Irish Steel to provide adequately for the next downturn in steel markets.
Faced with the high losses that had occurred in 1993-94 and the implementation of the survival plan notwithstanding, Irish Steel was still not in a break-even situation as a stand-alone enterprise. The board of Irish Steel submitted, on 28 November, 1994, a final viability plan to return the company to profitability within three years. This plan included a request for £50 million, including £40 million in equity and £10 million in guaranteed borrowings.
The Government, following discussions with the European Commission, was faced with three options: to seek EU approval for the £50 million State aid package, to close Irish Steel, at a conservative cost of over £40 million, or to find a suitable strategic partner who, with experience in the wider international market place, would be able to bring their knowledge, marketing and production resources to bear on Irish Steel and turn the company's fortunes around, so that it would have the strength to prosper in the market.
In the event, the Government decided, in February 1995, that negotiations with the European Commission for approval of State aid to Irish Steel should be on the basis of £50 million and negotiations could be opened for the possible sale of shares in, and control of, the company. Indeed, the European Commission has notified us that it is in the process of opening a legal procedure, to be published shortly in the Official Journal, against Ireland for giving a Government guarantee on a loan advanced by the ACC in 1993 and for the proposal to fund all of the £50 million restructuring plan. However, those proceedings will be dropped if the current proposal to sell Irish Steel to ISPAT is approved by the Council.
Following the Government decision, an application for State aid approval was lodged with the European Commission and I appointed Investment Bank of Ireland Corporate Finance Limited to act as advisers on the sale of Irish Steel. Five parties were quickly identified as being interested in purchasing part or all of Irish Steel. Applications were made by each of these five companies in the first round of offers. It is common knowledge that these five companies were ISPAT International, Riva, Aicher, Nippon Denro and Nucor/Yamato. Each of their offers was weighed up on its respective merits. In some cases companies were even invited to improve on their offers. All the offers, save one, were for the purchase of 100 per cent of the shares in Irish Steel.
A short list of companies was drawn up after the final first round offers were received and a number of companies were invited to submit further more detailed offers. Following receipt of these further offers, the Cabinet subcommittee, comprising of myself, the Minister for Finance and the Minister of State with responsibility for science, commerce and technology, which had been formed to oversee the sale process, selected ISPAT International, following recommendations from my Department and the advisers, as the company which would be granted exclusivity of negotiation to purchase 100 per cent of Irish Steel. It was considered that ISPAT International had the necessary experience in turning around steel companies. The financial commitments they were proposing were the strongest of the remaining bidders.
During the summer ISPAT concluded detailed due diligence with their own professional team, in co-operation with IBI Corporate Finance Limited, Irish Steel Limited, and my Department. The due diligence process was conducted on the basis of the normal process of disclosures and representations made by Irish Steel, in the main, but also by the State, on foot of which ISPAT decided to purchase Irish Steel. Negotiations with the company continued during and after this process and led to the conclusion of the contract documents.
I would like to take this opportunity to give a brief pen picture of ISPAT International. It is a multinational corporation, founded in India, with manufacturing facilities in Mexico, Canada, Trinidad and Tobago, Germany, the USA, the UK and Indonesia for the production of steel and related items. The group is the largest producer and consumer of direct reduced iron, that is iron produced from iron ore, in the world. It is also one of the world's largest producers of liquid steel, employing a total of 6,500 producing more than 6.5 million tonnes worldwide. The total assets of the group exceed US $3 billion and annual revenues exceed US $2 billion. Most of ISPAT's acquisitions have been former state-owned steel-works in the process of privatisation and it has a proven track record of turning around all its major acquisitions, usually within a year of purchase. This is rapid by steel industry standards.
Irish Steel will be able to benefit from the experience the new owners will be able to bring to bear and the economies of scale that also derive from a group of such size. The Government is satisfied that, through the proposed sale of Irish Steel to ISPAT International, it has achieved the best possible deal for the State, the company and for the workers of Irish Steel.
I would like to turn to the details of the deal to which the Government gave approval on 5 September, the contract for sale of which I signed on behalf of the State on 6 September last. ISPAT International is to buy Irish Steel for a nominal sum of £1. The sale will be finalised following the receipt of European Coal and Steel Community approval. The agreement will involve a certain level of expenditure by the State and by ISPAT International. The State has agreed to pay £10.636 million to Irish Steel Limited and ISPAT will invest £5 million in working capital into the economy immediately following EU approval. The State's contribution of over £10 million includes provisions to provide for charges and expenses identified by ISPAT in the due diligence process, to fund a deficit in the staff pension fund, to fund necessary environmental and other remedial works and a small matching contribution towards an ECSC staff training grant.
This purchaser is also committed to a significant level of capital expenditure. This will see investment of £25 million over the next five years, allowing Irish Steel to produce products more efficiently and thus more profitably than at present. These funds will be spent on the re-equipment of the mill and the melt shop. About half of the capital spend will, it is planned, be devoted to enabling Irish Steel to make higher grade, added-value raw steel. Ultimately, under ISPAT, Irish Steel will produce a more extensive range of finished steel products, which will, because of the higher grades of steel they will be able to make, add to the value of output. In addition, ISPAT has agreed to maintain production at least at present levels.
Furthermore, the deal provides undertakings from ISPAT to take over all loans, debts and liabilities of Irish Steel with the exception of an old Government loan of £17 million made in the mid-1980s. That will be extinguished by the Government as part of the sale.
Among the issues at the forefront of negotiations has been the Government's concern for the workers of Irish Steel and the protection of their jobs and rights in the new Irish Steel.
Under the deal, ISPAT International has entered a contractual commitment to employ a minimum of 331 full-time workers in Irish Steel for the first five years of their ownership of the company. This number was arrived at, as 331 is the level of employment that Irish Steel would have attained under its agreed restructuring plan as a result of some further investments. ISPAT International has also agreed to honour in full all commitments of Irish Steel with regard to labour contracts and pension plans.
I am confident that Members of the House will agree that this situation contrasts very favourably with the situation 12 months ago when the plant was on the verge of closure with the likely loss of all employment in the company. The contractual commitment with ISPAT International also provides that it will pay to the State specified liquidated damages in the event that the number of full-time workers falls below 331. There was understandable concern among the workforce of Irish Steel and their trade unions that the sale of the company would be prejudicial to their interests and that the job guarantees were not real. I have assured the unions that the guarantees given by ISPAT are real and substantial and I am satisfied that the trade unions are now fully committed to a new Irish Steel in the full ownership of ISPAT International.
In the period between the agreement and the EU approval process, a new interim management structure has been formed to oversee the daily operations of the company. This will allow ISPAT to start work immediately to bring Irish Steel back to profitability, a goal which 12 months ago would have been almost impossible. Already, the signs are that Irish Steel will be in the black for the first time since 1990. The position is now much brighter and more hopeful than before.
This deal which we agreed with ISPAT International is only the first step on the road to privatising Irish Steel, albeit a major step down that road. Now that the Government has secured what we feel to be the best partner for the company, its next task is to receive the consent of the European Commission, the Council and the unanimous consent of member states on the Council of Ministers to this deal. On the basis of the contractual agreement between the State and ISPAT International, my Department has submitted a revised State-aid package to the European Commission. This supplants our earlier application for a £50 million State-aid package.
A number of parties are unhappy that we have found a partner for Irish Steel. They were quite confident they could have blocked the approval of the 1994 restructuring plan that required a further £50 million investment. Deputies will be aware that it only requires one dissenting voice in the Council to block it.
State aid to steel mills is banned by the European Coal and Steel Community Treaty. The provisions of the treaty for granting a derogation are the strictest in European Union law in enforcing that ban. It is enforced to ensure that operators, particularly state-owned operators, cannot get unfair advantage over commercial operators through gifts of state funding. That is why complete unanimity in the Council is required on a positive recommendation to the Council by the European Commission.
Those who oppose us were confident that they could block Irish Steel's plan because they believed the company would require continuing State support in the years ahead. They are unhappy because the commitments ISPAT are making to Irish Steel are the strongest and most convincing evidence that this can be a viable, commercial operation. Those parties would be so much happier if they could argue that this was not a real privatisation, and that it will go on needing State cash. A continuing State involvement would have most assuredly suited them for this purpose. Already, I know there has been lobbying in an effort to make out that the State continues to be involved even after the sale.
My Department, with my full support, is pressing the case with the European Commission and the member states for their full and unanimous agreement for the State-aid package to Irish Steel and its full privatisation. At present discussions are taking place with the EU Commission. The Commission's consultants must satisfy themselves that ISPAT International's plan for Irish Steel meets their criteria for viability. It must be proved to the Commission that the company can produce the income and cost structure that would ensure it is self-sustaining. The Commission must satisfy itself that the gross operating margin will be adequate, that the depreciation provision is reasonable, that State subsidies do not result in an unfair removal of financial charges and that the return on investment will be reasonable. If they are not satisfied on these matters, they will not make the necessary recommendations to the Council.
My Department is currently working with the Commission and I am confident we can convince them that the ISPAT deal meets their criteria so that they will make the necessary recommendations to the Council. The next meeting of the Council of Industry Ministers is scheduled for 7 November next. I will push hard for the Council's approval of the Irish Steel deal at that meeting. Once the EU approval process is completed, I propose to introduce the necessary legislative proposals to enable the sale to be concluded.
This landmark achievement in the history of Irish Steel has by no means been an easy achievement. Many people have worked hard for this deal, not least Irish Steel itself. The Government is committed wholeheartedly to this agreement with ISPAT International. It is the best possible deal for the company and the Government is confident of a prosperous, profitable future for Irish Steel. I thank the board and the employees of Irish Steel for the hard work they have put into getting the company to the stage where it is possible to attract such a suitable purchaser as ISPAT International.