03-Feb-2003 - Solutia Inc.

Solutia Closes Sale of Its Resins, Additives and Adhesives Businesses

Solutia Inc. announced that it closed the sale of its resins, additives and adhesives businesses to UCB S.A. for U.S. $500 million cash. John C. Hunter, chairman, president and chief executive officer of Solutia said, "We are pleased that we have been able to conclude this sale quickly. Solutia will use the proceeds to substantially pay down debt, which will strengthen our balance sheet and provide us with greater flexibility to deal with future business risk and uncertainty." He added, "This sale allows Solutia to focus on the growth and market penetration opportunities that we are pursuing in our remaining businesses."

Transaction Details

The transaction is anticipated to be slightly cash accretive and 7 to 9 cents dilutive to earnings per share in 2003. Upon closing, a modest accounting gain is expected. The company expects approximately $40 million in cash interest savings in 2003.

The agreement includes 10 production sites that make liquid and powder coatings resins, technical resins, additives products and pressure-sensitive adhesives. The resins, additives and adhesives businesses together employ approximately 1,700 individuals in 22 countries and have sales of approximately $560 million for the year ended Dec. 31, 2002.

Facilities Involved

Solutia will sell manufacturing facilities in: Wiesbaden, Frankfurt- Fechenheim and Hamburg, Germany; Werndorf, Austria; Romano d'Ezzelino, Italy; Dijon, France; Soborg, Denmark; La Llagosta, Spain; Rayong, Thailand and Suzano, Brazil, as well as research and development facilities in Graz, Austria, and Springfield, Mass.

Solutia will continue to manufacture Resimene(R) amino cross-linking resins for UCB at its LaSalle, Canada, facility, and its Indian Orchard plant in Springfield, Mass., as well as Gelva(R) adhesives also at the Indian Orchard facility. All other manufacturing assets at Indian Orchard will remain part of Solutia. The sale does not include Solutia's industrial products businesses or its Butvar(R) specials and dispersions and Santotac(R) thermoplastic resins.

Employee Information

As part of today's agreement, current employees of the resins, additives and adhesives businesses will transfer to UCB. At the La Salle, Canada, and Springfield, Mass., locations, manufacturing employees will remain Solutia employees and manufacture Resimene(R) resins and Gelva(R) adhesives for UCB under operating agreements. In a limited number of areas, Solutia has agreed to provide transition services to UCB.

Facts, background information, dossiers
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