Stephen Simpson, CFA
Darspal S Mann
Fri, Jun. 10, 9:44 AM
- Westlake Chemical (WLK +2.3%) agrees to acquire Axiall (AXLL +25.7%) for $33/share, a 28% premium to yesterday's closing price, representing an enterprise value of ~$3.8B including debt.
- The combined company will be the third-largest chlor-alkali producer and the second-largest PVC producer in North America, with expected combined pro forma revenues of $7.6B and EBITDA of $1.5B for the 12 months ended Q1 2016.
- WLK expects the transaction to be accretive to its earnings in the first year following the close and expects ~$100M in annualized cost synergies.
- AXLL had rejected two earlier offers from WLK, including a sweetened bid in early April of $23.35/share in cash and stock, and South Korea’s Lotte Chemical said earlier this week that it had made a bid.
Tue, Jun. 7, 7:59 AM
- Axiall (NYSE:AXLL) +6.2% premarket after South Korea's Lotte Chemical says it has submitted a takeover bid for the U.S. chemicals company; the terms of the bid are not known.
- The move sets up Lotte as a potential white knight for AXLL, which is trying to fight off a takeover attempt by Westlake Chemical (NYSE:WLK); AXLL this year has rejected two unsolicited bids from WLK, which has launched a proxy fight and is urging approval of its slate of candidates to replace AXLL's board at the June 17 annual shareholder meeting.
- Lotte formed a venture with AXLL last year to build a plant for making ethylene in the U.S. with production to start in 2018.
Mon, May 23, 12:59 PM
- Axiall (AXLL +2.9%) is higher after expressing an openness to consider a revised takeover offer from Westlake Chemical (WLK -0.1%).
- WLK says it will either submit a new offer or reaffirm its previous $1.6B bid at $23.35/share after AXLL CFO Gregory Thompson asked for the company to submit a new offer by June 3, in advance of AXLL’s June 17 shareholders meeting.
- WLK says it will continue to proceed with its current proxy contest to replace AXLL's board.
- Now read Westlake will work for longs
Mon, Apr. 25, 3:48 PM
- Westlake Chemical (WLK -1.8%) nominates nine candidates to replace Axiall's (AXLL -1.4%) board, saying the current board’s rejection of its improved takeover offer three weeks ago is not in the best interests of shareholders.
- WLK says AXLL's "track record of value destruction and underperformance, repeated failed attempts to deliver on expectations, and in-process initiatives" are unlikely to generate value creation "anywhere near" that of its proposal.
- WLK also says AXLL has not yet set a date for its annual meeting and tha the company may seek to delay the meeting and an opportunity for AXLL shareholders to voice their concerns in a formal manner.
- Now read Axiall investors need to consider Westlake Chemical's interest
Mon, Apr. 4, 8:25 AM
- Westlake Chemical (NYSE:WLK) says it has increased its offer to acquire Axiall (NYSE:AXLL) to $23.35/share, comprised of $14 in cash and 0.1967 per WLK share, a 143% premium to AXLL's $9.60 closing price on Jan. 22, the final trading day before WLK's initial proposal.
- WLK says its revised offer, which values the deal at ~$3.1B including ~$1.5B of debt, was summarily rejected by AXLL's board.
- WLK says it will file preliminary proxy materials with the SEC and solicit proxies to elect an alternate slate of 10 directors to the AXLL board.
- Now read Axiall upgraded at Cowen, which expects increased bid from Westlake
Thu, Mar. 10, 3:19 PM
- Axiall (AXLL +2%) is upgraded to Outperform from Market Perform with a $25 price target, up from $17, at Cowen, which expects Westlake Chemical (WLK +1.5%) will raise its takeover bid to at least $25 or that AXLL's actions will enhance a combination at a later date.
- Cowen also thinks AXLL, excluding its building products business, could bring additional bidder interest due to its "pure play status.”
- The firm believes AXLL’s FY 2017 EPS are set to increase by $0.54 in case of a $25/share offer and by $0.45 in case of a $30/share offer, assuming annual synergies of $60M.
Mon, Mar. 7, 12:28 PM
- Westlake Chemical (WLK +0.2%) again reaches out to Axiall (AXLL +0.9%) shareholders in a bid to jump-start negotiations for its proposed corporate takeover.
- In a letter, WLK CEO Albert Chao urges AXLL shareholders to encourage their company to enter into discussions with WLK concerning its proposal to acquire AXLL for $20/share (comprised of $11 in cash and 0.1967 of a WLK share, which represented a value of $9 based on WLK's closing price on Jan. 22, the last trading day before the proposal).
- Chao touts the deal as an opportunity to create one of the leading manufacturers of olefins, chlorine and vinyl building materials.
Tue, Feb. 16, 6:43 PM
- Westlake Chemical (NYSE:WLK) is not giving up on its attempted takeover of Axiall (NYSE:AXLL), offering an alternative slate of AXLL board members for investors to consider.
- WLK says will nominate 10 candidates, mostly retired petrochemical executives, to the 10-person board at AXLL’s annual meeting, which was held last year in May; a 2016 date has not yet been announced.
- AXLL says WLK's move is "a clear attempt to force a sale... at a price that significantly undervalues Axiall's assets and its long-term prospects."
- WLK went public last month with its unsuccessful bid to buy AXLL at $20/share when the company was trading at less than $10, but AXLL sold for more than $20 as recently as Dec. 1 and closed today at $20.20; shares traded at nearly $50 a year ago.
Fri, Jan. 29, 8:31 AM
- Axiall (NYSE:AXLL) +73.4% premarket after Westlake Chemical (NYSE:WLK) announces it offered to acquire the company in a cash and stock deal valued at $2.9B, including the assumption of ~$1.5B of debt.
- WLK says its proposal was "summarily rejected" by AXLL's board.
- WLK says it offered $20.00/share, a 108% premium to AXLL's closing price of $9.60 on Jan. 22, the last trading day before WLK made its proposal; the deal comprised of $11/share in cash and 0.1967 of a WLK share, which represented a value of $9 based on WLK's Jan. 22 closing price.
Mar. 27, 2015, 3:27 PM
- In a dig at Third Point's Daniel Loeb, Dow Chemical (DOW +3.2%) CEO Andrew Liveris says his company's decisive move to shift out of the commodity chemicals business shows how “Dow continues to behave as our own best activist.”
- Dow's deal to sell its chlor-alkali business to Olin (OLN +18.2%) in exchange for $2B and a 50.5% stake in the smaller company will create the world’s largest chlorine producer with 5.7B tons/year of production and $1B in EBITDA.
- Citigroup’s P.J. Juvekar offers three reasons why the deal is good for shareholders: The chlor-alkali divestiture at 8x EBITDA is a great multiple for a commodity business, the Reverse Morris Trust deal makes it tax-free and a split-off will allow Dow to buy back its own shares efficiently - a similar move by PPG Industries was viewed very positively two years ago, and Dow will sell ethylene to OLN for 20 years and will receive an upfront payment of ~$400M.
- Dow may still get rid of its agricultural chemicals business, which does not have a lot in common with the rest of the business; with $7.3B in sales and almost $1B in EBITDA last year, the unit could be worth $10B.
- Juvekar says Axiall (AXLL +5%) also could benefit from the deal, seeing consolidation in the U.S. chlor-alkali industry as a positive, and OLN says it will look to optimize its expanded chlor-alkali asset base.
Jan. 28, 2013, 10:20 AM
PPG Industries (PPG -3.1%) sets a final exchange ratio for the split-off of its commodity chemicals business at 3.2562 shares of newly created Eagle Spinco for each PPG share. After PPG's acceptance, Eagle Spinco will merge with a subsidiary of Georgia Gulf (GGC +4.8%) and each Spinco share will convert to one GGC share; the closing of the merger then should conclude later today.| Jan. 28, 2013, 10:20 AM
Jan. 14, 2013, 9:29 AM
Jan. 11, 2013, 8:26 AM
Georgia Gulf (GGC) +1.2% premarket as shareholders approve the issuance of shares necessary to complete the pending merger with PPG's commodity chemicals business. Jim Cramer gives his blessing: While GGC is more economically sensitive than PPG because its chemicals are not proprietary, he thinks there's enough demand for its products to move the stock higher.| Jan. 11, 2013, 8:26 AM
Jul. 19, 2012, 8:11 AM
PPG Industries (PPG) plans to separate its commodity chemicals business and merge it with Georgia Gulf (GGC) in a cash-and-stock deal worth $2.1B. PPG shareholders will receive 50.5% of the shares of the merged company, whose yearly revenue is projected at ~$5B. The deal is expected to close late this year or early 2013. PPG +1.6%, GGC +13.7% premarket.| Jul. 19, 2012, 8:11 AM
May 4, 2012, 4:28 PM
Feb. 1, 2012, 8:01 AM