Solstice to acquire Element Solutions in a cash-and-stock transaction valued at approximately $14.5 billion, creating a combined advanced materials platform with ~ $6.8B FY'25 net sales and 26% adjusted EBITDA margin.
Key Highlights:
- Solstice will acquire Element Solutions for ~ $14.5B including assumed net debt; deal consideration: $10.00 cash + 0.5 Solstice share per Element share.
- Combined FY'25 pro forma metrics: approx. $6.8B net sales and $1.7B adjusted EBITDA (26% margin) inclusive of run-rate synergies.
- Transaction expected accretive to adjusted EPS in year one and to deliver >$180M net synergies by year three, plus revenue upside.
- Element shareholders to own ~44% of the combined company; close expected in H1 2027, subject to approvals and regulatory clearances.
- Solstice secured a $4.7B committed bridge financing; projected net leverage ~3.5x at close with plan to de-lever below 3x within 18 months.
Original SEC Filing:
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