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MTI outbids Imerys to acquire Amcol
F O C US ranges. Forplast will continue to sell Hexpol’s Lifobatch colour and additive masterbatches, Lifocork cork compounds and Lifolit soft polyvinyl chloride (PVC) compounds. Telko (of Helsinki) has also been appointed as one of Hexpol’s distributors for the Dryflex and Lifoflex ranges. The Lifobatch, Lifocork and Lifolift product ranges were inherited by Hexpol as part of its acquisition of Müller Kunststoffe (of Lichtenfels Schney, Germany) in January 2012. Original Source: European Rubber Journal, 27 Jan 2014, website: http://www.european-rubberjournal.com © Crain Communications Ltd 2014
Huntsman’s purchase of Rockwood’s pigment assets awaits EU anti-trust approval by 22 July Huntsman Corp and Rockwood Holdings Inc (both headquartered in the US) announced an agreement in mid-September 2013 under which Huntsman would buy Rockwood’s Performance Additives business plus Sachtleben’s assets for $1.325 bn, subject to approvals from the various anti-trust authorities. The proposed acquisition covers: Sachtleben’s three sulfate-route TiO2 pigment plants (two in Germany, one in Finland) with a combined capacity of 340,000 tonnes/y; Holliday’s 15,000 tonnes/y ultramarine pigment plant at Comines (northern France); 180,000 tonnes/y of iron oxide pigments capacity, based on two plants in Europe, two in the US and two in China; plus Sachtleben’s stake in a lithopone joint venture with Guangzhou Huali. (See ‘Focus on Pigments’, Oct 2013, 1-2). The acquisition was tacitly approved by the US anti-trust authorities on 18 December, insofar as no objections were raised by any customer, competitor or Government agency. The European Commission (as the EU’s anti-trust authority) was not officially notified of the Huntsman/ Rockwood proposals until 29 January 2014 and the case was assigned the reference M-7061. During the Phase 1 investigation, the Commission discovered that the amalgamation of Huntsman’s TiO2 business with Sachtleben’s TiO2 business might raise anti-trust concerns. The combined entity would have a 48.5%
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share of total TiO2 capacity in the European Economic Area (EEA, which includes Norway and Switzerland, as well as the entire EU). Moreover, Huntsman and Sachtleben are the world’s two leading suppliers of certain speciality TiO2 pigments for printing inks, cosmetics, pharmaceuticals, food and synthetic fibres. Removal of the competitive constraint that the two companies exert on each other might therefore lead to less choice for customers and higher prices for the products affected. On 5 March, the Commission announced that it would be launching an in-depth Phase 2 investigation prior to giving a go/no-go decision on the Huntsman/Rockwood deal. The deadline for this decision is 22 July 2014. Original Source: TiO2 Worldwide Update, Mar 2014, 22 (1), 70-72 (Website: http://www.artikol.com) © Artikol 2014
MTI outbids Imerys to acquire Amcol Amcol International Corp (formerly American Colloids Corp) was recently the target of a short but intensive takeover battle between Minerals Technologies Inc (MTI, of New York) and Imerys SA (of Paris). The ultimate victor was MTI, with a bid of $45.75 per share, valuing Amcol at about $1.72 bn. Amcol is best known as the world’s largest supplier of bentonite, which is widely used for metal-casting applications, oil/gas drilling fluids and additives, personal skin-care products, detergents, pet litter and sealing solutions in the construction industry. It claims that its Volclay products “set the global standard for foundry-grade bentonite” and that it has also become the leading supplier of greensand bond solutions for ferrous castings. Amcol also produces chromite and pelletised iron ore. The company is headquartered in Hofmann Estates (a suburb in northwestern Chicago) and its annual sales revenue is about $1 bn, of which: Performance Materials accounts for 50%; Energy Services accounts for 26%; Construction Technologies accounts for 23%; and Transportation accounts for 1%. Amcol employs 2800 people worldwide and it holds more than 375 global patents.
Imerys and Amcol announced an agreed definitive takeover bid at $41.00 per share on 12 February 2014. This represented a 19% premium to the volume weighted average closing price of Amcol’s stock on the New York Stock Exchange over the previous 30 trading days. On 24 February, MTI made a binding cash offer at $42.50 per share. Six days later, Imerys increased its offer to $42.75 per share. On 3 March, MTI stepped up its bid to $45.00 per share. Imerys promptly responded by offering $45.25 per share and then MTI trumped that with a $45.75 bid on 6 March. After careful consideration, Imerys decided to withdraw from the battle. Mr Gilles Michel (Chairman) said: “By launching the tender offer for Amcol shares, we demonstrated our ability to quickly mobilise resources to pursue an ambitious project for external growth, which was relevant from an industrial standpoint. We decided not to increase our offer as the acquisition at a higher per-share price would not meet our internal value-creation objectives over time.” Three days later, Imerys confirmed that it had received a remittance for $39 M from Amcol, representing the fee for terminating the 12 February definitive agreement. By 18 April, MTI had secured acceptances in respect of 72.6% of Amcol’s shares and the company then announced that it was extending its offer so as to purchase all outstanding shares at $45.75 per share. It also announced that it had obtained clearance for the takeover from the anti-trust authorities in the US and Germany. Mr Joseph Muscari (Chairman & CEO of MTI) said: “The combination of MTI and Amcol will create a minerals platform that is well-positioned for growth through geographic expansion and new product innovation. We will be a leading industrial minerals company, with more than $2 bn annual sales revenue. The acquisition will be funded through cash and debt financing pursuant to a signed commitment from JP Morgan.” Original Source: Minerals Technologies Inc, 38th Floor, 622 Third Avenue, New York, NY 10017, USA, website: http://www.mineralstech.com (24 Feb, 21 Mar & 18 Apr 2014) © MTI 2014
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Huntsman’s purchase of Rockwood’s pigment assets awaits EU anti-trust approval by 22 July Huntsman Corp and Rockwood Holdings Inc (both headquartered in the US) announced an agreement in mid-September 2013 under which Huntsman would buy Rockwood’s Performance Additives business plus Sachtleben’s assets for $1.325 bn, subject to approvals from the various anti-trust authorities. The proposed acquisition covers: Sachtleben’s three sulfate-route TiO2 pigment plants (two in Germany, one in Finland) with a combined capacity of 340,000 tonnes/y; Holliday’s 15,000 tonnes/y ultramarine pigment plant at Comines (northern France); 180,000 tonnes/y of iron oxide pigments capacity, based on two plants in Europe, two in the US and two in China; plus Sachtleben’s stake in a lithopone joint venture with Guangzhou Huali. (See ‘Focus on Pigments’, Oct 2013, 1-2). The acquisition was tacitly approved by the US anti-trust authorities on 18 December, insofar as no objections were raised by any customer, competitor or Government agency. The European Commission (as the EU’s anti-trust authority) was not officially notified of the Huntsman/ Rockwood proposals until 29 January 2014 and the case was assigned the reference M-7061. During the Phase 1 investigation, the Commission discovered that the amalgamation of Huntsman’s TiO2 business with Sachtleben’s TiO2 business might raise anti-trust concerns. The combined entity would have a 48.5%
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share of total TiO2 capacity in the European Economic Area (EEA, which includes Norway and Switzerland, as well as the entire EU). Moreover, Huntsman and Sachtleben are the world’s two leading suppliers of certain speciality TiO2 pigments for printing inks, cosmetics, pharmaceuticals, food and synthetic fibres. Removal of the competitive constraint that the two companies exert on each other might therefore lead to less choice for customers and higher prices for the products affected. On 5 March, the Commission announced that it would be launching an in-depth Phase 2 investigation prior to giving a go/no-go decision on the Huntsman/Rockwood deal. The deadline for this decision is 22 July 2014. Original Source: TiO2 Worldwide Update, Mar 2014, 22 (1), 70-72 (Website: http://www.artikol.com) © Artikol 2014
MTI outbids Imerys to acquire Amcol Amcol International Corp (formerly American Colloids Corp) was recently the target of a short but intensive takeover battle between Minerals Technologies Inc (MTI, of New York) and Imerys SA (of Paris). The ultimate victor was MTI, with a bid of $45.75 per share, valuing Amcol at about $1.72 bn. Amcol is best known as the world’s largest supplier of bentonite, which is widely used for metal-casting applications, oil/gas drilling fluids and additives, personal skin-care products, detergents, pet litter and sealing solutions in the construction industry. It claims that its Volclay products “set the global standard for foundry-grade bentonite” and that it has also become the leading supplier of greensand bond solutions for ferrous castings. Amcol also produces chromite and pelletised iron ore. The company is headquartered in Hofmann Estates (a suburb in northwestern Chicago) and its annual sales revenue is about $1 bn, of which: Performance Materials accounts for 50%; Energy Services accounts for 26%; Construction Technologies accounts for 23%; and Transportation accounts for 1%. Amcol employs 2800 people worldwide and it holds more than 375 global patents.
Imerys and Amcol announced an agreed definitive takeover bid at $41.00 per share on 12 February 2014. This represented a 19% premium to the volume weighted average closing price of Amcol’s stock on the New York Stock Exchange over the previous 30 trading days. On 24 February, MTI made a binding cash offer at $42.50 per share. Six days later, Imerys increased its offer to $42.75 per share. On 3 March, MTI stepped up its bid to $45.00 per share. Imerys promptly responded by offering $45.25 per share and then MTI trumped that with a $45.75 bid on 6 March. After careful consideration, Imerys decided to withdraw from the battle. Mr Gilles Michel (Chairman) said: “By launching the tender offer for Amcol shares, we demonstrated our ability to quickly mobilise resources to pursue an ambitious project for external growth, which was relevant from an industrial standpoint. We decided not to increase our offer as the acquisition at a higher per-share price would not meet our internal value-creation objectives over time.” Three days later, Imerys confirmed that it had received a remittance for $39 M from Amcol, representing the fee for terminating the 12 February definitive agreement. By 18 April, MTI had secured acceptances in respect of 72.6% of Amcol’s shares and the company then announced that it was extending its offer so as to purchase all outstanding shares at $45.75 per share. It also announced that it had obtained clearance for the takeover from the anti-trust authorities in the US and Germany. Mr Joseph Muscari (Chairman & CEO of MTI) said: “The combination of MTI and Amcol will create a minerals platform that is well-positioned for growth through geographic expansion and new product innovation. We will be a leading industrial minerals company, with more than $2 bn annual sales revenue. The acquisition will be funded through cash and debt financing pursuant to a signed commitment from JP Morgan.” Original Source: Minerals Technologies Inc, 38th Floor, 622 Third Avenue, New York, NY 10017, USA, website: http://www.mineralstech.com (24 Feb, 21 Mar & 18 Apr 2014) © MTI 2014
APRIL 2014