Clariant’s Board of Directors representatives met with White Tale

Clariant, a world leader in specialty chemicals, today announced that representatives of its Chairman and Nomination Committee met with White Tale in Zurich, Switzerland. The meeting was initiated in order to identify possible ways to work together following the mutual termination of the merger agreement between Clariant and Huntsman. Yesterday the Board of Directors met and discussed the content and topics of the meeting held earlier in the week and decided on the way forward.

In the discussions with the Chairman and Nomination Committee, White Tale did not present its own strategy or bespoke plans as to how they would further develop Clariant and create long-term sustainable value for all shareholders. White Tale repeated its request to hire yet another investment bank to conduct a strategic review process. Specifically, the Board of Directors perceives this process to be merely focused on finding bidders for various businesses with the ultimate consequence of break-up the company and selling the assets.

This, however, does not align with the entrepreneurial vision, understanding, corporate responsibility and the fiduciary duties of Clariant’s Board of Directors and its management to create long-term and sustainable value for all stakeholders and to further develop the company’s leading position in the specialty chemicals industry. This request therefore was unanimously rejected by the Board of Directors.

In the spirit of being open to major shareholders’ suggestions and with specific respect to White Tale’s request, the Board of Directors offers White Tale the option to initiate a registration process to propose one additional member into the Board of Clariant at the upcoming AGM in March 2018. This will give all shareholders the opportunity to vote on White Tale’s application to serve on Clariant’s Board. In addition, the Board has again offered White Tale the opportunity to sign a non-disclosure agreement which would legally enable White Tale to gain more insight into the current strategy of the Group. This proposal continues to be available to White Tale.

Clariant’s Board and management remain open for further talks with White Tale and all other shareholders.

Clariant announces plan to update its strategy to further enhance growth and value creation

Clariant, announced on November 24, 2017 that its Board of Directors has approved the Executive Committee’s proposal to update Clariant’s strategy in order to further increase value creation. The plan was developed as a consequence of the termination of the intended merger with Huntsman, which was forced by activist shareholders.

  • Clariant’s Board of Directors approved the Executive Committee’s plan to define a concrete set of measures, including M&A activities, to enhance value creation
  • Clariant will present details on its updated strategy to investors in the beginning of 2018
  • Süd-Chemie legacy shareholders and the majority of institutional shareholders back this approach and support management and the Board of Directors

Clariant, a world leader in specialty chemicals, today announced that its Board of Directors has approved the Executive Committee’s proposal to update Clariant’s strategy in order to further increase value creation. The plan was developed as a consequence of the termination of the intended merger with Huntsman, which was forced by activist shareholders.

The implementation of Clariant’s existing growth strategy as well as further value creation would have been accelerated by the merger with Huntsman. It would have generated more than $3.5 billion of shareholder value through the realization of massive synergies and a promising optionality from a portfolio and capital strength perspective. Clariant’s management is fully aware that the new situation following the termination of the merger will require additional efforts to update the strategy which will now be implemented on an accelerated basis.

Therefore, the Board of Directors supports the Executive Committee’s intention to build upon Clariant’s existing strategy by defining further actions such as M&A activities, short-term portfolio management options, potential returns to shareholders, a thorough review of the cost base and the pursuit of additional growth opportunities. Clariant’s recently announced investment in the sunliquid® technology is one example of the latter.

Since Clariant’s well-proven and successful growth strategy was and is unanimously supported by the Süd-Chemie legacy shareholders, representing approximately 15% of the outstanding shares, as well as the vast majority of institutional shareholders, the company has a broad global backing for continuing its course of reaching a position in the top tier of the specialty chemicals industry. Clariant will announce and present details concerning these activities to its investors in the beginning of 2018, well before its Annual General Meeting in March.

www.clariant.com