Belgium's Solvay inks $5.5-bn deal to acquire composite materials major Cytec

Solvay has entered into a definitive merger agreement to acquire the US-based Cytec, one of the leading global players in composite materials and mining chemicals, for $ 5.5 billion. “The total cash consideration will amount to $5.5 billion, corresponding to an enterprise value of $ 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,” said Solvay in a press release. 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.

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Shane Fleming, CEO of Cytec, added, “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. Our customers and our employees should expect to see continuity and strong support of our current strategy.”
 
Headquartered in New Jersey with 4,600 employees across the globe, Cytec generated sales of $ 2 billion 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.
 
In the fast-growing composite materials sector, which represents two thirds of its sales, Cytec’s principal market is primary and secondary structures for aircrafts. It is also developing new technological applications for composites in automotive. Cytec is the leader in tailored specialty chemical formulations to enhance mining separation processes.
 
Through the acquisition of Cytec, Solvay will gain critical scale and immediate customer intimacy in aerospace. In the automotive market, Solvay's strong positions with original equipment manufacturers and tier-one suppliers will help bolster Cytec's growth.

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Moreover, Cytec will significantly reinforce Solvay's sustainability profile as its offerings are addressing planet's challenges. With Cytec, Solvay will stand out stronger in reducing CO2 emissions through its lightweighting solutions and in dealing with the increasing scarcity of resources through more efficient and cleaner mining technologies.
 
Cytec's composites businesses will be integrated into Solvay's advanced materials operating segment. Its mining chemicals as well as its niche additives and phosphine specialty chemical businesses will become part of Solvay's advanced formulations segment.
 
“This transaction will underpin Solvay's REBITDA growth momentum, by driving top line growth and margin expansion. Solvay expects annual synergies of more than Euro 100 million, to be substantially realized within three years chiefly through cost savings and excellence. Significant cross-selling opportunities have been identified with Specialty Polymers, both in aerospace and automotive, as well as with Novecare in oil & gas, agrochemicals and electronics,” said Solvay in a press release.
 
This acquisition is structured as a cash merger between Cytec and a subsidiary of Solvay. 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.