Platform Specialty Products (West Palm Beach, FL) and Alent (Woking, UK) today announced that Platform will acquire Alent in a cash and stock transaction for about $2.1 billion. Including net debt, the total transaction value is about $2.3 billion. Alent is a global supplier of specialty chemicals and engineered materials used primarily in electronics, automotive and industrial applications. Alent’s business comprises two segments: Enthone, its surface chemistries business—a global supplier of electroplating chemistry to the electronics, automotive and industrial industries; and Alpha, its assembly materials business—a global supplier of interconnect materials, primarily into electronics applications. Alent shareholders, under the terms of the transaction, will receive 503 pence in cash for each Alent share. The transaction values Alent’s entire issued and to be issued share capital at £1.35 billion ($2.09 billion). This represents a premium of about 49% over Alent’s closing price of 337.7 pence per share as of 10 July. Both companies’ boards of directors unanimously support the transaction, which is expected to close in late 2015 or early 2016.
Platform says the transaction will allow it to combine complementary product portfolios and geographical footprints. Additionally, it will improve the geographic range and product capabilities in surface treatment, expand Platform’s product offering and provide an opportunity to unlock value through the realization of material costs synergies and sales growth opportunities. Platform expects the combined group will be able to achieve annual pre-tax cost synergies of $50 million which are expected to be phased in over the three years after the transaction is completed.
“The proposed acquisition of Alent marks a further step in the Platform strategy of building a portfolio of best-in-class ‘asset-lite, high-touch’ businesses in the specialty chemicals industry,” says Martin Franklin, Platform’s founder and chairman. Platform is a producer of specialty chemicals, which are sold into multiple industries, including agrochemical, animal health, electronics, graphic arts, plating, and offshore oil production and drilling.
“Alent is a strong complement to Platform’s founding asset MacDermid, and I am excited to see it become a part of the Platform family,” says Daniel Leever, CEO of Platform. Platform was formed by the acquisition of specialty chemical maker MacDermid for $1.8 billion in 2013 by an investment vehicle founded by Jarden executive chairman Martin Franklin. “We have a long history with Alent and its predecessor company, and these are assets we know well. We believe the synergy potential is significant as is our combined ability to deliver better technology and service to our customers. Alent will far enhance the breadth, depth and overall footprint of Platform’s performance applications segment. Alent’s Enthone division represents a perfect partner as we continue to grow and build MacDermid whilst Alent’s Alpha division adds several new high return positions to our portfolio,” Leever says.
“Since the successful demerger of Alent at the end of 2012, our businesses have outperformed their end-markets and delivered increasing returns,” says Andrew Heath, CEO of Alent. “Major steps have been taken to improve efficiency together with investments in facilities and R&D to support future growth. In addition, our investment for growth strategy announced earlier this year positions Alent to deliver long-term growth and sustainable margin improvement. The significant premium being offered by Platform recognizes the progress Alent has made, the opportunities in front of us and the overall quality of the business, whilst also presenting a clear opportunity for our shareholders to realize the full value of their investment earlier,” Heath says.
Credit Suisse is acting as financial adviser and is providing committed financing to Platform, with Slaughter and May acting as lead UK legal adviser and Paul, Weiss, Rifkind, Wharton & Garrison LLP acting as US legal adviser.
This is the second major acquisition by Platform this year. In February, Platform completed the acquisition of Arysta LifeScience, a producer of pesticides and biological products, from private equity firm Permira, for about $3.51 billion. And last year, Platform acquired Chemtura’s pesticides business for $1 billion as well as crop protection chemicals maker Agriphar (Ougree, Belgium) for €300 million ($333 million).
By Deepti Ramesh