Momentive Performance Materials Holdings Inc. and Hexion LLC Announce Agreement To Create A Global Leader In Specialty Chemicals and Materials
Momentive Performance Materials Holdings Inc., the parent company of Momentive Performance Materials Inc., and Hexion LLC, the parent company of Hexion Specialty Chemicals, Inc., today jointly announced an agreement under which their newly-formed holding companies will merge, creating a global leader in specialty chemicals and materials.
The boards of both holding companies have unanimously approved the merger, which is subject to customary conditions. Closing is anticipated to occur October 1. The new company will operate under the Momentive Performance Materials name.
The capital structures of both Momentive Performance Materials Holdings Inc. and Hexion LLC and their respective subsidiaries will remain separate and in place. Upon closing, with 117 production facilities, more than 10,000 associates, pro forma annualized sales of approximately $7.5 billion and Adjusted EBITDA of $1.24 billion, the new Momentive will be one of the world’s largest specialty chemicals and materials companies. The new company will have operations located to serve all major regions of the world with a broad portfolio of specialty performance products for industrial and consumer markets.
Affiliates of investment firm Apollo Management, L.P. own a controlling interest in both Hexion and Momentive. Based in Columbus, Ohio, Hexion serves industrial customers with a wide range of specialty chemicals. Momentive, based in Albany, New York, provides industrial customers and consumers with silicone- and quartz-based specialty materials.
“We believe the time is right to unify these two companies into a global leader in the specialty materials space,” said Josh Harris, Managing Partner and co-founder of Apollo Management. “Once the transaction is completed, the combined company will be able to provide customers with a full range of specialty chemicals and materials and will have significant operations in virtually all major world markets. The transaction does not require any additional financing and will result in significant synergies that will enhance the financial profile of the new Momentive.”
Craig O. Morrison, Chairman and CEO of Hexion, will become Chairman and CEO of the combined company upon completion of the merger. Dr. Jonathan Rich, President and CEO of Momentive, will join the Board of Directors of the newly formed company and will continue his association with Apollo Management.
In addition, William H. Carter, Executive Vice President & CFO for Hexion, will assume that role in the new company. Tony Colatrella, CFO for Momentive, will assist in the transition. Steven Delarge, President of the Americas for Momentive, will become President of a new global Silicones & Quartz Division within the new Momentive organizational structure.
The new company will be headquartered in Columbus, Ohio, and will maintain a significant presence in Albany, New York, where its silicones business will continue to be headquartered.
“This transaction will forge an industry leader in specialty chemicals and materials, with significant operations in Asia, Europe and the Americas, a broad product and service profile and excellent opportunities for value creation,” Morrison said. “We are excited about the opportunities this transaction will bring to our customers and our associates, and the transformational opportunity we have to create a specialty company of significant size and scale.”
“The complementary technologies of our two companies will enable the combined company to present to customers a full range of innovative solutions for their materials needs,” said Dr. Rich. “The combination will create a leader in cutting-edge solutions serving a wide range of industrial and consumer product needs.”
Hexion Specialty Chemicals was formed in 2005 through the combination of Borden Chemical, Inc., Resolution Performance Products, Inc., Resolution Specialty Materials, Inc., and Bakelite AG. Momentive Performance Materials was formed in 2006 through the acquisition of GE Advanced Materials.
About Hexion Specialty
Chemicals, Inc.
Based in Columbus, Ohio, Hexion Specialty Chemicals is the global
leader in thermoset resins. Hexion serves the global wood and
industrial markets through a broad range of thermoset
technologies, specialty products and technical support for
customers in a diverse range of applications and industries.
Hexion is controlled by an affiliate of Apollo Management, L. P.
Additional information is available at www.hexion.com.
About Momentive
Performance Materials Inc.
Momentive is a global leader in silicones and advanced materials,
with a 70-year heritage of being first to market with performance
applications for major industries that support and improve
everyday life. The company delivers science-based solutions, by
linking custom technology platforms to opportunities for
customers. Momentive Performance Materials is controlled by an
affiliate of Apollo Management, L.P. Additional information is
available at www.momentive.com.
Hexion Specialty Chemicals は投資会社のApollo Management の100%子会社で、Borden Chemical、Resolution Performance Products、Resolution Specialty Materials の3社が合併して設立された。
Borden Chemical, Inc., Resolution Performance Products LLC and Resolution Specialty Materials LLC to Merge; Will Form Hexion Specialty Chemicals, Third-Largest North American-Based Specialty Chemical Company, With Revenues Over $4 Billion; Borden Chemical On Target to Complete Acquisition of Bakelite AG
http://www.bordenchem.com/aboutUs/newsReleases.asp?release=04-25-05a.aspBorden Chemical, Inc. and Resolution Performance Products LLC (RPP) today jointly announced plans to merge, together with Resolution Specialty Materials LLC (RSM), to form the world’s largest producer of thermosetting resins. All three companies are owned by affiliates of the private investment firm Apollo Management, L.P. The new company will be named Hexion Specialty Chemicals, Inc.
Hexion Specialty Chemicals is expected to include Bakelite AG, which as previously announced, Borden Chemical has agreed to acquire. The combination of Borden Chemical, RPP and RSM and the acquisition of Bakelite are expected to close in the second quarter of 2005.
Borden Chemical is a leading global producer of binding and bonding resins, performance adhesives and the building-block chemical formaldehyde. RPP is a leading worldwide manufacturer and developer of epoxy resins and is the leading global manufacturer of Versatic acids バーサチック酸and derivatives. RSM is a global producer of coatings, adhesives, specialty polymers, and ink raw materials. Bakelite is a leading supplier of phenolic and epoxy thermosetting resins 熱硬化性樹脂and molding compounds in Europe.
Hexion 2007/7/5 Huntsman に新たな買い手 2007/7/14 Hexion、Huntsmanを106億ドルで買収 2008/6/21 Hexion によるHuntsmanの買収、取り止めか ニュースのその後 2008/9/2 Hexion によるHuntsmanの買収問題、新展開 2008/10/2 Huntsman、Hexion に勝訴 2008/10/15 Hexion とHuntsman、合併へ更に進む 2008/10/30 Hexion とHuntsman、合併合意、銀行は融資拒否 2008/12/15 Huntsman、Hexionとの合併契約を破棄
2006/9/21 GE、シリコーン事業を売却
GEは14日、シリコーン事業のGE Advanced Materials をApollo Management, L.P.,に38億ドルで売却すると発表した。GEは1971年に東芝と設立したGE Toshiba Silicones、1998年にBayerと設立したGE Bayer Silicones の2つのＪＶを持つが、両社からJV持分を買い取ってGE 100%とした上で、本体とともにApollo に売却する。なお、GEはApollo の新会社に10%出資する。
付記 Apollo の新会社はMomentive Performance Materials