2005 Archives

One Equity Partners acquires stake in Sud Chemie AG

Agreement on acquisition of a total of 39% held by Allianz, Possehl and Bayerische Landesbank

The transaction includes a voluntary takeover offer priced at € 35 per share to all shareholders from second half of July onwards.

The objective is profitable growth under existing management.

Munich/Frankfurt, 15 June 2005: One Equity Partners, a private equity affiliate of J.P. Morgan Chase & Co. announced today that it has reached agreement to acquire a 39% stake in Süd Chemie AG held by three core shareholders AZ-SDC Vermögensverwaltungsgesellschaft (19%), Possehl Beteiligungsverwaltung (10%) and BLB-Beteiligungsgesellschaft (10%). The acquisition price of the transaction amounts to € 162m, corresponding to € 35 per share. Following clearance of the offering document by the regulator, the Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin), One Equity Partners plans to submit a voluntary takeover offer to all shareholders in the second half of July. The public offer price will also be set at € 35 per share. This transaction implies a market value for Süd Chemie of around € 414m. The price includes a premium of approximately 7% over the volume-weighted average price per share during the last three months. One Equity Partners aims to achieve a simple majority in Süd Chemie AG and also maintain the public market listing of the company.

With this investment, One Equity Partners will become a shareholder in Europe’s leading independent catalyst producer, with a leading position in the global market for adsorbent materials and additives. One Equity Partners will support the existing Management in further developing the company’s market position, including additional capital contributions, to fund acquisitions and future growth. The company’s headquarters will remain in Munich.

Christopher von Hugo, Managing Partner of One Equity Partners in Frankfurt said: “Süd-Chemie today, is a first-class company with interesting market positions. One Equity Partners considers itself to be a long-term entrepreneurial partner and will support Süd-Chemie AG in achieving further growth with the goal of becoming a true global player headquartered in Bavaria. We look forward to an exciting and constructive relationship with Süd-Chemie’s management.”

Regarding the public takeover offer Christopher Giulini, a Partner at One Equity Partners, added: “We are convinced that other shareholders will recognize the attractiveness of our offer. In the years to come, we will support the management and its plans for significant investments.”

The voluntary public takeover offer requires authorization by BaFin. The transaction is also conditional upon receipt of customary regulatory approvals.

One Equity Partners manages $3.5 billion of investments and commitments for J.P. Morgan Chase & Co. in direct private equity transactions as well as venture and management buyout funds. Our investment professionals are located across North America and Europe, with offices in New York, Chicago, Detroit, and Frankfurt. One Equity Partners focuses on making majority-ownership investments in late-stage, middle-market companies, with an emphasis on corporate partnerships and divestitures. Since its foundation in 2001, One Equity Partners has been operating in Germany, and holds investments in TK Marine Systems AG and Mauser-Werke GmbH & Co., Brühl.

Süd-Chemie AG is an independent, global leader in the sector of specialty chemicals. With two divisions – catalysts and adsorbent materials – the company operates worldwide through over 60 distribution and manufacturing companies. In financial year 2004, Süd-Chemie reported consolidated sales of € 862m. The company, based in Munich, Germany has around 5.100 employees.

Media Contact:

For One Equity Partners:
Max Hohenberg
CNC Communications & Network Consulting AG
+49 69 506 074 744

For J.P. Morgan Chase:
Brooke D. Harlow/ Sebastian Howell
+1 212 270 7381
+44 207 325 4874