Speciality Chemicals Magazine MAY / JUN 2021 | Page 6

NEWS

Standard Industries to acquire Grace

A five-month battle over the ownership of W . R . Grace & Co . came to an end on 26 April , when the company entered into a definitive agreement to be acquired by Standard Industries Holdings for approximately $ 7 billion . This includes Grace ’ s pending acquisition of Albemarle Fine Chemistry Services ( FCS ). Closing is expected to take place in Q4 . This is subject to customary closing conditions , including approval by Grace shareholders and certain regulatory approvals , but is not contingent upon financing . Grace will then be delisted from the New York Stock Exchange . It will continue to operate as a stand-alone entity . Via its investment platform , 40 North , industrial conglomerate Standard already held 14.9 % of Grace when it offered $ 60 / share for the company on 6 November 2020 . It said at the time that this was “ the most credible path to unlock value for the company and its shareholders with a high level of certainty ”.
The Grace board unanimously rejected this , asserting that the offer “ significantly undervalues the company and is not a basis for further discussion ”. At the time , Grace was trading at $ 44.05 / share . In January , 40 North returned with an offer of $ 65 / share . Grace replied that it was open to a sale providing that a transaction reflected its “ full value ”. Shortly after this , Grace agreed to acquire Albermarle FCS for $ 750 million , which 40 North described as “ questionably timed ”. There was also a brief war of words , with 40 North claiming that its ability to conduct due diligence had been hindered by the limited information provided by Grace . After a standstill agreement was reached that gave Grace time to seek other buyers , 40 North made what it described as its “ best and final ” offer of $ 70 / share on 7 April . A week later , the parties agreed to extend the nomination deadline for 40 North to submit director candidates for Grace ’ s board of directors at its shareholder AGM by 11 days to 26 April .

Elementis rejected Innospec offer

Innospec and Elementis have both confirmed that Innospec made an offer to acquire Elementis for £ 1.60 / share on 31 March and that this was rejected on 9 April . Innospec added that it is no longer pursuing the matter . Elementis said that its board , management and advisers assessed the offer against its own valuation framework and concluded that it “ fell meaningfully short of the value creation potential ” of the current strategy , particularly in view of “ the strong momentum in the business ” after a strong start to the year . Innospec said that a deal “ would have created benefits for both sets of shareholders , given the compelling strategic fit ”. It expected “ future value creation substantially beyond the headline offer price through significant anticipated synergies and an expected re-rating of the Elementis business to Innospec ’ s materially higher valuation multiple ”, the company added . Dating back to 1844 , Elementis is UK-based and listed in the FTSE-250 , but most of its revenues come from North America . Its largest activity is in decorative and industrial coatings , and it also makes chemicals for personal care , such as anti-perspirants , plus talc , chromium , and oil and gas drilling . Innospec is headquartered at Engelwood , Colorado , and employs about 1,900 in 24 countries , including a UK site at Ellesmere Port , near Liverpool . Its Performance Chemicals business supplies speciality chemicals for applications in personal and home care , agrochemicals and mining , among others . It is also active in speciality chemicals for oil and gas , and fuel additives . Before the announcement , some had questioned why UK-based Elementis did not consult its shareholders . The company , which has about half of the market capitalisation of Innospec , had rejected a series of approaches from Minerals Technologies in late 2020 at £ 1.07 , £ 1.17 and finally £ 1.30 / share , citing similar reasons . Its shares stood at £ 1.36 after the news emerged .
6 SPECIALITY CHEMICALS MAGAZINE ESTABLISHED 1981