16 February 2011 07:45 [Source: ICIS news]
SINGAPORE (ICIS)--Clariant has agreed to acquire a majority stake in German specialty and catalysts firm Sud-Chemie for €2bn ($2.7bn) or Swiss francs (Swfr) 2.5bn, the Swiss specialty chemicals producer said on Wednesday.
Clariant would be acquiring slightly more than 95% of Sud-Chemie, 50.4% of which would be bought from One Equity Partners at €121/share, the company said in a statement.
The rest of the shares would be acquired from family shareholders through a share swap. These shareholders control around 46% of Sud-Chemie.
"The vast majority of of the Sud-Chemie family shareholders will swap their shares into Clariant shares at a ratio of 1:8:84," Clariant said.
Clariant said the share exchange was worth Swfr700m (€538m). As part of the acquisition financing, Clariant said it would do a Swfr400m rights issue, secure Swfr900m in debt financing and shell out Swfr500m in cash.
"We are convinced that Sud-Chemie is the right strategic fit for Clariant,” said Clariant CEO Hariolf Kottmann
“It complements our portfolio with high growth businesses, less cyclicality and it provides Clariant access to new attractive market segments,” Kottmann said.
"The planned acquisition also offers clear advantages for both companies as our investment will strengthen our research in future markets such as new materials and biotechnology in a focused way," Kottmann added.
The transaction was expected to be completed in the first half of this year, subject to regulatory and anti-trust approvals, Clariant said.
Clariant swung to a full-year 2010 net profit of Swfr191m, compared to a loss of Swfr194m in 2009, while its sales last year increased 13% to Swfr7.12bn.
Sud-Chemie, on the other hand, had a €1.23bn turnover in 2010, with earnings before interest, tax, depreciation and amortisation (EBITDA) at €191m, according to Clariant. Sud-Chemie generated an EBITDA margin of 15.6% last year, it added.
($1 = €0.74) / €1 = Swfr1.30)
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