en.Wedoany.com Reported - Huntsman Corporation and Olin have entered into a definitive agreement to combine in an all-stock merger of equals to create a North America-based chemical company. The companies expect the transaction to deliver significant value to shareholders, with identified cost synergies and integration benefits totaling over $400 million.
The combined company will be renamed OlinHuntsman Corporation upon completion of the transaction. The new company will be positioned to create value across markets and cycles through increased scale, expanded business scope, and enhanced chlorine optionality. Olin and Huntsman are highly complementary across upstream and downstream operations, combining cost-advantaged North American assets and raw materials with differentiated formulations and high-value advanced materials through vertical integration. OlinHuntsman will serve diverse and growing end markets, including automotive, construction and infrastructure, and industrial applications, leveraging its global manufacturing platform. The new company will have a structurally lower cost position and enhanced ability to convert advantaged Electrochemical Unit output into downstream materials, unlocking additional growth opportunities.
Ken Lane, President and Chief Executive Officer of Olin, stated that the merger presents a compelling opportunity for both companies to create a more resilient and value-driven enterprise. He noted that Huntsman has built an impressive portfolio of polyurethane systems, formulation technologies, and advanced materials serving technology-driven, application-oriented end markets. Combining these capabilities with Olin's world-class chemical assets and operations, along with identified synergies and benefits, will create an industry leader with greater flexibility to serve customers across the value chain, generate stronger cash flows throughout the cycle, and pursue opportunities that neither company could fully capture alone. Lane expressed excitement about leading OlinHuntsman and creating long-term value for shareholders, customers, employees, and communities.
Peter Huntsman, Chairman, President, and Chief Executive Officer of Huntsman, noted that as the industry continues to globalize, companies today compete more with countries than with other companies, making trade policy and global supply chains more important than ever. He believes the merger creates an opportunity to deliver greater value to shareholders, provide superior service and products to customers, and offer greater stability and opportunities for employees. This merger of equals brings together two companies to create a stronger global leader.
The combined OlinHuntsman will become a leader in the North American chemical industry, with 2025 revenue of approximately $12.5 billion. The complementary portfolio and enhanced geographic footprint, including a significant presence on the U.S. Gulf Coast, will enable the new company to leverage regional industry dynamics and, combined with its presence in Europe and Asia, better serve customers in key markets. Olin's ammunition business, Winchester, will continue to operate as a key business of the combined company, growing its industry-leading brand and deepening long-term relationships with sports, law enforcement, and military customers.
Vertical integration will improve the cost position. The transaction combines Olin's manufacturing and raw material capabilities, including chlorine and caustic soda, with Huntsman's downstream product and formulation expertise. This platform will enable OlinHuntsman to grow with customers at multiple points along the value chain, drive value globally using low-cost producer economics, and improve margins and cash flow through a more efficient operating model.
The companies have identified over $300 million in cost synergies and integration benefits, the vast majority of which will be realized within 24 months, with all expected to be completed by the end of the third year. These synergies will be driven by procurement and raw material integration, operational optimization, and selling, general, and administrative (SG&A) savings. The companies have also identified an additional $100 million in raw material integration benefits starting in 2031. In addition to over $400 million in synergies, OlinHuntsman expects to realize approximately $125 million in cash tax benefits from the acceleration of Net Operating Losses.
The all-stock merger of equals structure will preserve balance sheet strength, and the merger is expected to improve earnings and cash flow generation throughout the cycle. OlinHuntsman will prioritize disciplined capital allocation, with a focus on deploying maintenance capital to support safe and reliable operations, a stable dividend policy, near-term deleveraging, and directing future excess cash to shareholder returns and high-return organic and inorganic growth projects.
The combined company will benefit from a highly experienced management team and board of directors drawn from both organizations. Upon completion of the transaction, Ken Lane, current President and Chief Executive Officer of Olin, will serve as Chief Executive Officer of OlinHuntsman. Peter Huntsman, current Chairman, President, and Chief Executive Officer of Huntsman, will serve as Non-Executive Chairman of the OlinHuntsman Board of Directors. Phil Lister, current Executive Vice President and Chief Financial Officer of Huntsman, will serve as Chief Financial Officer of the combined company. The OlinHuntsman Board of Directors will consist of ten members, equally split between Olin and Huntsman, including Peter Huntsman and Ken Lane. Todd Slater, current Senior Vice President and Chief Financial Officer of Olin, will serve as Chief Integration Officer of OlinHuntsman, reporting to the Chief Executive Officer. A Strategic Integration Committee of the OlinHuntsman Board will oversee integration and synergy realization. Upon completion of the transaction, OlinHuntsman's headquarters will be located in The Woodlands, Texas.
Under the terms of the agreement, Huntsman shareholders will receive 0.5476 shares of Olin stock for each share of Huntsman stock. Upon completion of the transaction, Olin shareholders will own approximately 54.5% of the combined company, and Huntsman shareholders will own approximately 45.5%. Peter Huntsman further stated that the parties agreed to use a market-value-based exchange ratio, utilizing the 30-day volume-weighted average price as of the close of business on June 12, 2026. This provides a premium to Huntsman shareholders relative to historical averages while reflecting current market conditions and is fair to Olin shareholders. The transaction has been unanimously approved by the boards of directors of both companies and is expected to close in the first half of 2027, subject to customary closing conditions, including receipt of necessary regulatory approvals and approval by shareholders of both companies.
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