Chemtura Corporation today announced that it has entered into a definitive agreement pursuant to which LANXESS AG (“LANXESS”), a global specialty chemicals company, will acquire Chemtura in a transaction valued at approximately $2.5 billion. Under the terms of the agreement, Chemtura shareholders will receive $33.50 per share in cash for each outstanding share of common stock held, which represents an 18.9% premium to the stock’s closing share price of $28.18 on September 23, 2016. The respective boards of both companies have unanimously approved the transaction.
“For the past year, our management team and Board of Directors have been actively working to identify a transformative opportunity to create value for our shareholders and to enhance the scale, strength and diversity of our business, both vertically and geographically, for the benefit of our customers and employees. The transaction we are announcing today delivers on that promise,” said Craig A. Rogerson, President, Chief Executive Officer and Chairman of the Board of Chemtura. “It provides premium value to our shareholders and benefits our customers and employees by making Chemtura part of a larger, stronger global enterprise with the resources to fully support a more diverse suite of specialty chemicals products and services.”
Matthias Zachert, Chief Executive Officer and Chairman of the Board of Management of LANXESS, said: “With this acquisition, we are forming a major global player in the field of additives and are significantly strengthening our already profitable portfolio. We are confident that this transaction will create new and exciting opportunities for the customers and employees of both companies. The Chemtura team has built four industrial businesses into a highly attractive group of assets. In addition to the additives segment, Chemtura’s urethane and organometallics businesses will further diversify our company’s product offering.”
Mr. Rogerson concluded: “We believe LANXESS’s offer is recognition of the strength of our business, product portfolio and exceptional global team. I am confident that LANXESS shares Chemtura’s commitment to quality, safety and service and is the right home to ensure a bright future ahead.”
LANXESS will fund the transaction through existing liquidity and the issuance of new debt. The transaction is expected to close around mid-2017, subject to approval by the holders of Chemtura’s common stock, customary closing conditions and regulatory approvals.
Morgan Stanley & Co. LLC acted as financial advisor and Davis Polk & Wardwell LLP acted as legal advisor to Chemtura.
About Chemtura Chemtura Corporation, with 2015 sales of $1.7 billion, is a global manufacturer and marketer of specialty chemicals. Additional information concerning Chemtura is available at www.chemtura.com.
About LANXESS LANXESS is a leading specialty chemicals company with sales of EUR 7.9 billion in 2015 and about 16,700 employees in 29 countries. The company is currently represented at 55 production sites worldwide. The core business of LANXESS is the development, manufacturing and marketing of chemical intermediates, specialty chemicals and plastics. Through ARLANXEO, the joint venture with Saudi Aramco, LANXESS is also a leading supplier of synthetic rubber. LANXESS is listed in the leading sustainability indices Dow Jones Sustainability Index (DJSI World) and FTSE4Good.