US’ Hexion to separate into two independent companies

October 12, 2021 - United States Of America

Hexion is set to separate into two independent firms. The two companies will be Hexion Holdings, composed of the company’s adhesives and versatic acids and derivatives product lines, and Hexion Coatings and Composites (HCC), composed of Hexion Holdings’ former epoxy-based coatings and composites products. Based in the US, it is a leader in thermoset resins.

Hexion Holdings anticipates that the HCC separation transaction will be in the form of a distribution of 100 per cent of the stock of HCC, a new and independent company to current holders of Hexion Holdings common stock and warrants. Upon completion of the HCC spin, current Hexion Holdings shareholders will own shares of both Hexion Holdings and HCC. As previously disclosed, Hexion Holdings will file a registration statement on Form S-1 with the US Securities and Exchange Commission for a proposed initial public offering on the New York Stock Exchange, the company said in a media statement.

The company believes that this separation will result in material benefits to the standalone companies. There will be distinct strategic and management focus on specific operational, R&D and growth priorities, including the analysis of macroeconomic trends and the implementation of financial targets that best fit each business.

There will be a capital structure, dividend policy, and capital deployment strategy tailored to specific business models and growth strategies. Both businesses are expected to have direct access to the debt and equity capital markets to fund their respective growth strategies. There will be an investor base that is aligned with the streamlined value proposition for each company.

HCC will remain a leading global supplier of epoxy resins and systems. As a standalone company, HCC will have greater ability to grow and expand its leadership position in attractive global markets. Importantly, HCC is also focused on addressing customers’ demands for more environmentally preferred solutions, and providing innovative solutions for the wind energy and automotive industries. 

With its senior management team based in Rotterdam, the Netherlands, HCC expects to maintain a significant global presence. Stafford, Texas, will serve as its primary US office and HCC will also maintain an executive office in Shanghai, China. In addition, HCC will continue to operate world-scale epoxy plants in Pernis and Deer Park, Texas, as well as additional manufacturing operations in the United States, Germany, Spain, and South Korea, according to Hexion.

HCC generated total sales of approximately $1.1 billion for the year-ended December 31, 2020. HCC is expected to maintain appropriate debt levels going forward.

“Today marks the beginning of an exciting new chapter in Hexion’s 122-year history, and continues our strategy of narrowing our focus, improving the company’s financial flexibility and driving long-term value creation for our shareholders. With our recent strong performance, and after a comprehensive evaluation of strategic actions aimed at unlocking the value of our businesses, our board and management team have determined that now is the right time to pursue a separation through an IPO and spinoff. The transaction will provide each company with significant liquidity, a sharper strategic focus and appropriately capitalised balance sheets while we continue to serve our customers’ needs. It is a testament to our people and our focus on operational execution that we have reached this successful milestone where our businesses are ideally positioned to be two strong standalone companies,” Craig Rogerson, Hexion chairman, president, and chief executive officer said.