SOLVAY
Friendly cash offer to acquire Rhodia / Enterprise valued at EUR 6.6 bn / Deal expected to close in August
Christian Jourquin (left) and Jean-Pierre Clamadieu (Photos: Solvay, Rhodia) |
Speciality chemicals manufacturer Solvay (Brussels / Belgium; www.solvay.com) has signed a framework agreement to launch a friendly cash offer for 100% of the share value in French chemical company Rhodia (Paris; www.rhodia.com). According to the agreement’s terms, Solvay is to pay EUR 31.6 for each Rhodia share, a figure that values the French group’s equity at EUR 3.4 bn and its enterprise value at EUR 6.6 bn. Solvay said the offer represents a 50% premium over Rhodia’s closing price of 1 April 2011, and a premium of 44% over the average closing price of the last three months. The Belgian group expects the offer to be closed by late August, pending the approval of both EU and US anti-trust authorities.
Solvay is to finance the transaction, which was unanimously recommended by Rhodia’s board of directors, with cash resources and the resultant earnings will be accretive from the first year. The Belgian group has said it reserves the right to conduct a squeeze-out of the remaining shares, provided it reaches a 95% acceptance level.
The merger would create a new group with sales of EUR 12 bn and REBITDA of EUR 1.9 bn, creating a new key market player. All in all, annual cost synergies are estimated to reach EUR 250m within three years. Solvay said the new entity’s future geographic expansion would be driven primarily by both companies’ strong presence in the emerging markets, which account for 40% of the new group’s sales.
In order to facilitate a smooth transition, Rhodia CEO Jean-Pierre Clamadieu will become deputy CEO at Solvay as soon as the offer is closed. In addition, Clamadieu is to succeed incumbent Solvay CEO Christin Jourquin once he retires. Meanwhile, Rhodia COO Gilles Auffret will be appointed CEO of Rhodia and a member of Solvay’s executive committee.
Solvay is to finance the transaction, which was unanimously recommended by Rhodia’s board of directors, with cash resources and the resultant earnings will be accretive from the first year. The Belgian group has said it reserves the right to conduct a squeeze-out of the remaining shares, provided it reaches a 95% acceptance level.
The merger would create a new group with sales of EUR 12 bn and REBITDA of EUR 1.9 bn, creating a new key market player. All in all, annual cost synergies are estimated to reach EUR 250m within three years. Solvay said the new entity’s future geographic expansion would be driven primarily by both companies’ strong presence in the emerging markets, which account for 40% of the new group’s sales.
In order to facilitate a smooth transition, Rhodia CEO Jean-Pierre Clamadieu will become deputy CEO at Solvay as soon as the offer is closed. In addition, Clamadieu is to succeed incumbent Solvay CEO Christin Jourquin once he retires. Meanwhile, Rhodia COO Gilles Auffret will be appointed CEO of Rhodia and a member of Solvay’s executive committee.
04.04.2011 Plasteurope.com 832 [219078-0]
Published on 04.04.2011