07.29.15
Solvay has entered into a definitive merger agreement with U.S.-based Cytec to acquire 100% of its share capital for US$ 75.25 per share in cash. The total cash consideration will amount to US $5.5 billion, corresponding to an enterprise value of US$ 6.4 billion and representing a 2015 estimated EBITDA multiple of 14.7x and of 11.7x when considering synergies potential linked to the transaction.
The transaction price per share represents a premium of 28.9% compared to the closing price of Cytec on July 28, 2015, and a premium of 26.9% compared to the volume weighted average closing share price over the last three months. Cytec’s and Solvay’s boards of directors have unanimously recommended the transaction.
“The proposed acquisition of Cytec marks a major step change in Solvay’s portfolio upgrade. It is a unique opportunity for Solvay to boost its customer offerings in lightweighting with advanced materials in aerospace and automotive, as well as to strengthen its know-how with activities in mining chemicals,” said Jean-Pierre Clamadieu, CEO of Solvay.
“We are excited to be joining with Solvay, a leading player in the chemical industry with over 150 years of success. Their strategic focus is perfectly aligned with our businesses, while the technology synergies with their specialty polymers and formulations expertise should accelerate our growth,” said Shane Fleming, CEO of Cytec.
Headquartered in New Jersey with 4,600 employees across the globe, Cytec generated sales of US $2.0 billion and a 20% REBITDA margin in 2014. It sources almost half of its sales from North America, nearly a third from EMEA and the remainder from Asia Pacific and Latin America.
Cytec is among the world leaders in composite materials and in mining chemicals. In the fast-growing composite materials sector, which represents two-thirds of its sales, its principal market is primary and secondary structures for aircrafts. It is also developing new technological applications for composites in automotive.
Solvay expects annual synergies of more than €100 million. Significant cross-selling opportunities have been identified with Specialty Polymers, both in aerospace and automotive, as well as with Novecare in oil and gas, agrochemicals and electronics.
The merger is subject to customary closing conditions, including regulatory approvals and Cytec shareholders’ approval. The transaction is expected to close in the fourth quarter of 2015.
The transaction price per share represents a premium of 28.9% compared to the closing price of Cytec on July 28, 2015, and a premium of 26.9% compared to the volume weighted average closing share price over the last three months. Cytec’s and Solvay’s boards of directors have unanimously recommended the transaction.
“The proposed acquisition of Cytec marks a major step change in Solvay’s portfolio upgrade. It is a unique opportunity for Solvay to boost its customer offerings in lightweighting with advanced materials in aerospace and automotive, as well as to strengthen its know-how with activities in mining chemicals,” said Jean-Pierre Clamadieu, CEO of Solvay.
“We are excited to be joining with Solvay, a leading player in the chemical industry with over 150 years of success. Their strategic focus is perfectly aligned with our businesses, while the technology synergies with their specialty polymers and formulations expertise should accelerate our growth,” said Shane Fleming, CEO of Cytec.
Headquartered in New Jersey with 4,600 employees across the globe, Cytec generated sales of US $2.0 billion and a 20% REBITDA margin in 2014. It sources almost half of its sales from North America, nearly a third from EMEA and the remainder from Asia Pacific and Latin America.
Cytec is among the world leaders in composite materials and in mining chemicals. In the fast-growing composite materials sector, which represents two-thirds of its sales, its principal market is primary and secondary structures for aircrafts. It is also developing new technological applications for composites in automotive.
Solvay expects annual synergies of more than €100 million. Significant cross-selling opportunities have been identified with Specialty Polymers, both in aerospace and automotive, as well as with Novecare in oil and gas, agrochemicals and electronics.
The merger is subject to customary closing conditions, including regulatory approvals and Cytec shareholders’ approval. The transaction is expected to close in the fourth quarter of 2015.