Clariant announced recently the launch of an at-market rights issue and international offering to partially fund its acquisition of Süd-Chemie. The subscription and offer price is expected to be set on Monday, April 18, 2011.
Clariant is issuing up to 23,016,000 new shares to existing shareholders and new investors. The proceeds from the offering will serve to partially fund the planned acquisition of Süd-Chemie announced on February 16, 2011. Subscription rights of existing shareholders will be granted in the capital increase, which is intended to be executed as an "at-market" rights offering. The new shares will be offered to
existing shareholders at a ratio of 1 new share for each 10 existing shares held. Rights will not be tradable and will lapse if not exercised during the subscription period.
The subscription period for the rights offering starts on Monday, April 11, 2011 and ends on Friday, April 15, 2011, 12:00 noon CEST. The rights offering will be made to existing shareholders, subject to certain legal limitations based on residency. Shares not taken up by existing shareholders may be offered to new investors by way of a public offering in Switzerland and private placements to new institutional investors in additional jurisdictions in compliance with applicable securities laws. Morgan Stanley is acting as Sole Global Coordinator. Credit Suisse and Morgan Stanley are acting as Joint Bookrunners of the rights issue and international offering, with BNP, Citibank, Commerzbank, SEB and Unicredit acting as Joint Lead Managers. The capital increase has been approved by the annual general meeting of Clariant shareholders held Thursday, March 31, 2011.
The subscription and offer price for the new shares will be determined following a bookbuilding process for the unsubscribed shares: the bookbuilding starts on Monday, April 11, 2011 and is expected to end on Monday, April 18, 2011. The subscription and offer price is expected to be announced on April 18, 2011, after close of trading. The new shares are expected to commence trading on the SIX Swiss Exchange on Tuesday, April 19, 2011 and settlement is expected to occur on Thursday, April 21, 2011.
After having successfully completed its restructuring in 2010, this transaction supports Clariant’s new strategic direction towards profitable growth. In addition to continued improvement in the profitability of the existing portfolio and a focus on innovation and growth in emerging markets, the portfolio will be strengthened by further investments in future markets and technologies.
"We are convinced that Süd-Chemie is the right strategic fit for Clariant. It complements our portfolio with high growth businesses, less cyclicality and it provides Clariant access to new attractive market segments. Süd-Chemie will further drive our profitable growth forward in the coming years", said Clariant AG CEO Hariolf Kottmann. "The planned acquisition will also strengthen our research in future markets such as new materials and biotechnology", said Kottmann. With respect to the start into fiscal year 2011 Kottmann added: "Overall the beginning of 2011 was marked by a stable demand and growth in local currency terms and an improved profitability in line with Clariant's 2011 guidance."
