THE WOODLANDS, Texas – Huntsman Corp.and Clariant announced that their boards of directors approved a definitive agreement to combine in a merger of equals through an all-stock transaction.
The merged company will be named HuntsmanClariant. On a pro forma 2016 basis, the combination of both companies will create a leading global specialty chemical company with sales of approximately $13.2 billion, an adjusted EBITDA of $2.3 billion and a combined enterprise value of approximately $20 billion at announcement. Global headquarters of the merged company will be in Pratteln, Switzerland, and operational headquarters will be in The Woodlands, Texas.
“This is the perfect deal at the right time. Clariant and Huntsman are joining forces to gain much broader global reach, create more sustained innovation power and achieve new growth opportunities,” said Hariolf Kottmann, CEO of Clariant. “This is in the best interest of all of our stakeholders. Peter Huntsman and I share the same strategic vision, and I look forward to working with him.”
Peter R. Huntsman, President and CEO of Huntsman, said, “I could not be more enthusiastic about this merger and look forward to working closely with Hariolf Kottmann, a man I have admired and trusted for the past decade. We also look forward to a close association with his immensely talented colleagues around the world. Together, we will create a global leader in specialty chemicals with a combined balance sheet providing substantial financial strength and flexibility.”
The combined company will be governed by a board of directors with equal representation from Clariant and Huntsman and will follow Swiss Corporate Governance standards. Kottmann will become Chairman of the Board of HuntsmanClariant. Peter Huntsman will become CEO of HuntsmanClariant. Jon Huntsman, founder and Chairman of Huntsman, will become Chairman Emeritus and board member of HuntsmanClariant. The company will be listed on the SIX Swiss Exchange and the New York Stock Exchange.
The transaction is targeted to close by year-end 2017, subject to Clariant and Huntsman shareholder approvals, regulatory approvals, and other customary closing conditions. Clariant and Huntsman are confident that the required regulatory approvals can be obtained in a timely manner.