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Dow & Rohm

Completata l' acquisizione


Dow Chemical Co. completed its acquisition of rival chemical maker Rohm & Haas Co. and narrowly averted the downgrade of its credit rating to junk status, important steps in Dow's quest to ensure its future.

But the Midland, Mich.-based chemical giant still has a way to go to shore up its finances after paying the deal's $16.3 billion price tag, analysts said. The company issued $7 billion in preferred stock and borrowed $9.23 billion from a short-term loan to fund the deal.

Dow will pay part of the debt through the sale of Rohm & Haas's profitable Morton salt unit. The company said late Wednesday it has agreed to sell the business for about $1.68 billion to Germany's K&S AG. That deal, expected to close by mid-year, would reduce borrowings on the loan to $7.5 billion.

Earlier on Wednesday, ratings agency Standard & Poor's cut the company's corporate credit debt rating to 'BBB-' from 'BBB,' one notch above junk. The Rohm & Haas acquisition will "meaningfully stretch" Dow's financial profile at a time of significant economic uncertainty, S&P chemical analyst Kyle Loughlin said in a report. The ratings agency will monitor the company's finances for a possible additional downgrade, depending on business conditions and asset sales, he said.

Moody's Investors Service said late Wednesday that it would release its decision on a review of the company's credit rating in two or three weeks. It is waiting for additional information from Dow, it said.

On Wednesday Dow said that the Rohm & Haas purchase will put the company back on track with its strategy of shifting its business toward higher-margin, more specialized chemicals.

The Morton sale "puts us ahead of schedule on our deleveraging plan," said Chief Executive Andrew Liveris in a statement.

Shares rose 4.51% to $8.81 in 4 p.m. composite trading on the New York Stock Exchange. They are up from a low of $6.33 earlier this year but down from $32.52 a share in July, when Dow agreed to buy Rohm & Haas.

Over the past three months, Dow has been struggling to get its finances together after the collapse of a joint venture with a Kuwaiti state-owned company. Dow had planned to use $9 billion in proceeds from the joint venture to help pay for Rohm & Haas. Dow attempted to delay the acquisition earlier this year, prompting a lawsuit from Rohm & Haas. The two parties settled last month after two major Rohm & Haas shareholders agreed to invest $3 billion in the combined company and Dow was able to extend the terms of a one-year loan to two years.

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The interest rate on the loan more than doubles in its second year.

Dow said it will place Rohm & Haas, which had $9.58 billion in 2008 revenue, along with some of its specialty chemical businesses in a new Advanced Materials division. Dow said the unit will have about $14 billion in annual sales, and will be run by Pierre Brondeau, Rohm & Haas's chief operating officer. Dow said efficiencies gained from the merger will allow it to reduce annual costs by $1.3 billion.

Orders at chemical companies have plummeted as consumers and businesses ratchet back their spending in the recession. The plastics and chemicals industry supplies the raw materials used to make nearly all consumer products, from water bottles to flat-screen TVs.

The steep declines in the housing and auto sectors have hit chemical makers especially hard. Now the lengthening recession is drying up orders in other businesses that had been doing well, such as electronics.

Chemical prices have sunk in response to weakening demand, squeezing margins and forcing chemical companies to shutter plants and lay off workers.

The situation appears to have improved slightly from the fourth-quarter, when industrial manufacturers slowed buying in hopes that prices would fall further. Still, analysts expect weak sales for months to come.

Companies with heavy debt loads are finding it hard to stay afloat. The U.S. unit of Dutch LyondellBasell Industries, which was formed in 2007 when Basell International Holdings BV paid $12.7 billion to buy Houston-based Lyondell Chemical Co., filed for Chapter 11 bankruptcy protection earlier this year. The company had been struggling to repay the debt from its acquisition.

Dow has said it has a plan to pay back its debt that will include issuing new equity and debt. It's also looking for partners to replace the Kuwaiti company that pulled out of the joint venture last year. Mr. Liveris has said the company is in talks with two state-owned oil and gas companies, and is trying to revive the deal with Kuwait.
 
Solvay vuol fare cash vendendo la divisione pharma

LONDON -- Belgian conglomerate Solvay SA plans to seek buyers for its pharmaceutical division in a deal that could be valued at as much as €5 billion, or up to $6.6 billion, people familiar with the matter said, as the company seeks to take advantage of a global acquisitions boom in the drug industry.

In a statement Wednesday, Solvay said it was exploring "various options for its pharmaceutical activities," and that this review involves "discussions with third parties." Solvay also sells chemicals and plastics.

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People familiar with the matter said Solvay has held preliminary discussions with potential buyers of the drug division, and that a formal sales process is likely to get under way later this month.

Potential bidders include Bayer AG, Sanofi-Aventis SA, Abbott Laboratories, AstraZeneca PLC and Merck KGaA of Germany, the people said. Officials at Bayer, Sanofi, Abbott, Merck and AstraZeneca declined to comment.

A Solvay spokesman said the company has taken no firm decisions yet on its drug division. He declined to comment further.

Solvay didn't explain why it was reviewing options for the drug division, but companies often look to sell businesses whose value they believe the market doesn't fully appreciate. Still, in selling the pharmaceutical unit, Solvay would relinquish its fastest-growing and most-profitable division.

The business had revenue last year of €2.7 billion, or 28% of the company's total sales of €9.49 billion. The division's sales rose 4%, compared to a 1% decline in the company's total sales. By one measure of cash flow -- earnings before interest and tax payments as well as other items -- the division generated €617 million last year, more than the chemicals or plastics divisions. If a buyer were willing to pay eight times cash flow, a common multiple in pharmaceutical deals, that would put the price tag near €5 billion. It is unclear in the current market environment whether a buyer would be willing to pay that much.

Solvay's products include drugs for hypertension, cholesterol and Parkinson's disease, as well as hormone-replacement therapies for men and women. In December, the U.S. Food and Drug Administration approved for sale a new drug, TriLipix, for cholesterol and triglycerides that Solvay co-markets with Abbott.

The FDA approved the drug, TriLipix, for use alone or in combination with a statin, another type of cholesterol-lowering drug. AstraZeneca, which makes a statin called Crestor, is working with Abbott to develop a combination pill that would include Crestor and TriLipix. The companies plan to seek FDA approval for the combination pill this year.

In Belgium Wednesday, Solvay shares rose 9% to €57.50
 
Intanto S&P abbatte il rating di Dow Chemical e Rohm and Haas ai minimi livelli dell'IG e lo tiene in creditwatch negative...

Tuttavia, viste le quotazioni dei bond in euro sui mercati tedeschi, il risk reward sembrerebbe del tutto inadeguato... a due anni si prenderebbe, secondo la rilevazione di OnVista, il 5,67% lordo..

http://anleihen.onvista.de/snapshot.html?ID_INSTRUMENT=11143558

Dow Chemical And Rohm and Haas Long-Term Ratings Lowered To 'BBB-' On Closing Of Acquisition; Still On Watch Negative

NEW YORK (Standard & Poor's) April 1, 2009--Standard & Poor's Ratings Services said today that it lowered its corporate credit and senior unsecured debt ratings on Dow Chemical Co. to 'BBB-' from 'BBB'. The 'A-3' commercial paper and short-term corporate credit ratings on Dow remain unchanged.

We also lowered the ratings on Rohm and Haas Co., including its corporate credit rating to 'BBB-' from 'BBB' and its commercial paper rating to 'A-3'
from 'A-2', to align the ratings of Rohm and Haas with those of Dow, its new parent. The ratings of both companies remain on CreditWatch with negative implications.

We placed the ratings on Dow's subsidiary, Union Carbide Corp., including
the 'BBB-' corporate credit and senior unsecured ratings, on CreditWatch with negative implications.

Today's actions follow Dow's announcement that it closed the acquisition
of Rohm and Haas in a transaction valued at approximately $19 billion,
including assumed debt at Rohm and Haas.

"We believe the transaction is an important strategic initiative for Dow
and consistent with its efforts to bolster the breadth of its specialty
product offerings, but it will meaningfully stretch the financial profile to a
level beyond what we consider consistent with the former ratings," said
Standard & Poor's credit analyst Kyle Loughlin.

Significant to our decision to lower ratings is the substantial debt
required to complete the transaction at a time of considerable uncertainty in the economic and petrochemical landscape, and the still significant debt maturities that will result from the transaction at closing because of the use of bridge financing.

Balanced against these negative factors are a number of recent favorable developments that we believe have improved the structure of the transaction from a credit perspective, our views on Dow's financial flexibility, Dow's stated commitment to continue to implement steps to improve credit quality, and the operating leverage of the combined enterprise when business conditions eventually recover.

We expect to resolve the CreditWatch listing after we review the pending
first quarter earnings reports and any additional information related to the
company's plans to reduce debt. It is probable that we would affirm the
current ratings if we believe the earnings reports reflect prospects for
improving results for the balance of the current year and the company
discloses further progress against its objectives to support credit quality,
including asset sales
 
Assolutamente realista per quanto attiene ai conti...nella prosopettiva se la ripresina dell' automobile e dell' edilizia dovesser effettivamente avere corso, rohm con le sue specialties dovrebbe trarre un po' di respiro...
 
In arrivo una possibile riduzione del rating per Solvay da parte di Moody's... assolutamente da leggere il commento alla rating action, in quanto da essa emerge con una certa chiarezza una strategia di business di Solvay che effettivamente, per quanto sia perseguita con cautela sul profilo finanziario ed efficiacia nella realizzazione, rischia purtuttavia di creare rischi elevati per l'obbligazionista nel lungo termine.

Tale strategia sembrerebbe mirata a determinare l'uscita del gruppo dal business farmaceutico (tendenzialmente aciclico) e a rafforzare la presenza di Solvay nella chimica delle specialità nei paesi emergenti, ad alta crescita, attraverso acquisizioni ed altri investimenti.

Una situazione che aumenterebbe l'esposizione del merito di credito di Solvay alla ciclicità macroeconomica, con il rischio di destabilizzarne la metrica finanzaria.

Anche per questa ragione Moody's, che motiva il creditwatch con la debolezza, anche in prospettiva di breve termine, del business chimico, non esclude di intervenire una seconda volta sul rating, sempre mediante una riduzione, ove il profilo di business di Solvay cambiasse con l'uscita dalla farmaceutica.

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[FONT=verdana,arial,helvetica]Moody's places Solvay's A2/P-1 ratings under review for downgrade.[/FONT]
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[FONT=verdana,arial,helvetica]London, 03 April 2009 -- Moody's Investors Services has today placed the A2/P-1 ratings for senior unsecured debt of Solvay SA (Solvay) and its guaranteed subsidiaries under review for possible downgrade. [/FONT]

[FONT=verdana,arial,helvetica]The rating action reflects Moody's concerns over the underlying trends in the Chemicals and Plastics divisions of the group. Furthermore, given that the A2 ratings are underpinned in part by the Company's diversified and integrated profile, uncertainty is raised by the recent public acknowledgement by the company that Solvay is proceeding with an analysis of various options for its pharmaceutical activities. [/FONT]

[FONT=verdana,arial,helvetica]Solvay's A2/Prime-1 senior unsecured ratings are also underpinned by expectations of profitable growth and prudent financial management. In particular, the A2 rating has been supported by its historically solid strong cash flow debt coverage metrics and the expectation that its Retained Cash Flow to Net Debt metric would remain sustainably positioned in the mid thirties to low forties (on a fully adjusted basis) and its EBITDA margin would strengthen into the high teens. [/FONT]
[FONT=verdana,arial,helvetica][/FONT]
[FONT=verdana,arial,helvetica]Notwithstanding the improvement in the quality of the revenue [/FONT][FONT=verdana,arial,helvetica]base and Solvay's cost leadership in its more commodity-like activities, and assuming no change in the business profile of the company, Moody's believes that the A2 rating has become weakly positioned and that Solvay's ability to deliver strong growth along with debt reduction have become difficult to achieve in view of the current market conditions. [/FONT]

[FONT=verdana,arial,helvetica]Cost pressures in the 1H of 2008 and a significant deterioration in demand, particularly in the Plastics division during the last quarter of 2008, contributed to a 19% decline in recurring EBIT to EUR 965 million (before the effect of a write down in the value of investments) with a corresponding decline in the cash flows. [/FONT]
[FONT=verdana,arial,helvetica][/FONT]
[FONT=verdana,arial,helvetica]The credit profile of the company has, however, been supported to a certain extend by sustained strength in the performance of its Pharma division. [/FONT]
[FONT=verdana,arial,helvetica][/FONT]
[FONT=verdana,arial,helvetica]Contributing to its weak positioning is the fact that in 2008, Solvay made debt-funded acquisitions to support its growth strategy, including a EUR 189 million acquisition of Innogenetics NV and a EUR 107 million acquisition of Alexandria Sodium Carbonate Co, supported in-part by disposals. [/FONT]
[FONT=verdana,arial,helvetica][/FONT]
[FONT=verdana,arial,helvetica]Solvay also accelerated its CAPEX programme to strengthen the company's presence in high-growth emerging markets, that resulted in an increase in debt levels with Net Debt/EBITDA reported at 2.3x times at the end of 2008 (1.6x times in 2007). [/FONT]

[FONT=verdana,arial,helvetica]The current review will focus on the assessment of the current trends in the performance of the group and their effect on the credit profile of the company, as well as mitigating measures that have been identified by the company, including a reduction in its CAPEX budget and targeted restructuring measures. [/FONT]
[FONT=verdana,arial,helvetica][/FONT]
[FONT=verdana,arial,helvetica]At this stage, Moody's expects that a downgrade, if it were to happen, would be limited to one notch, assuming no change in the business profile of the group and its financial policies. Moody's nevertheless notes that any initiative that changes the composition of the group's business profile could also have a negative impact on the rating. [/FONT]

[FONT=verdana,arial,helvetica]At the end of 2008, Solvay reported EUR 883 million in cash while maintaining full availability under its working capital facilities (EUR 850 million facility maturing in October 2011 and EUR 400 million facility maturing in January 2013), as well as some EUR 500 million in availability under bilateral facilities. The company does not face any significant debt maturities before 2014. [/FONT]

[FONT=verdana,arial,helvetica]Based in Brussels, Solvay S.A. (Solvay) is an international chemicals and pharmaceuticals group. In 2008, Solvay generated consolidated sales of about EUR 9.5 billion[/FONT]
 
Linde e la Cina

The Linde Group And Sinopec Subsidiary Conclude Long-Term Agreement On Industrial Gases Supply In Chongqing, China

Accordo interessante per le ricadute industriali inteso come capacità di creare i presupposti per sintetizzare ovvero "costruire" una notevole quantità di prodotti che passano dalle pellicole per alimenti alle vernici alle materie plastiche etc.etc.


6 April 2009 - The technology group The Linde Group has
secured a contract with Sinopec Sichuan Vinylon Works (SVW) to
jointly build gas plants and produce industrial gases for the
long-term supply to SVW's chemical complex. This collaboration will
result in an initial investment of approximately EUR 50 million.
This partnership will establish a 50:50 joint venture between Linde
Gas (Hong Kong) Limited and SVW in Chongqing Chemical Industrial Park
(CCIP) by June 2009. SVW in Chongqing is mainly engaged in producing
natural gas-based chemical and chemical fibre products, and is
currently expanding its vinyl acetate monomer (VAM) production
capabilities.
"We are looking forward to this promising partnership with SVW in
Chongqing. This joint venture firmly casts Linde's geographical
footprint in Western China," said Dr Aldo Belloni, member of the
Executive Board of Linde AG. "Chongqing is a new territory for Linde,
and our continued collaboration with Sinopec is a further example of
our long-term growth strategy in China, underpinning our leading
position in the Chinese gases market that continues to register a
growth momentum in spite of the global economic downturn."
"SVW is the only natural gas-based chemicals producer within Sinopec,
and the largest gas-based chemical production site in China. Linde,
in the same breath, is one of the largest industrial gas suppliers
and engineering providers for customers in over 100 countries. This
is why our two companies' partnership, Linde-SVW, is truly
complementing and compatible," said Xu Zhengning, President of SVW.
"This joint project is of great significance to SVW's VAM expansion
project. The new joint venture will meet the demands of SVW's VAM
plant on schedule and cost-effectively, to strive for best economic
and social benefits."
In the first phase of development under this Linde-SVW partnership, a
new air separation plant with a capacity of 1,500 tonnes per day of
oxygen will be constructed to produce and supply gases by 2011 to
SVW's new 300,000 tons/year VAM plant. This air separation plant will
be built and delivered by Linde's Engineering Division. In the
long-term, the joint venture is intended to expand the capacities of
air gases and also construct synthetic gas (HyCO) plants to meet the
overall gases demand by SVW and its associated companies.
SVW is 100% owned by China Petrochemical & Chemical Corporation
(Sinopec) and has the largest natural gas-based chemical complex in
China. SVW's existing products include vinyl acetate monomer (VAM),
methanol (MeOH), polyvinyl alcohol (PVA) and ammonium. SVW's total
investment for its VAM expansion project in CCIP is estimated to be
EUR 580 million. SVW's VAM expansion project will include the
construction of an acetylene plant unit, which employs a partial
oxidation technology that requires oxygen.
VAM is an essential chemical building block used in a wide variety of
industrial and consumer products. VAM is a key ingredient in emulsion
polymers, resins, and intermediates used in paints, adhesives,
textiles, wire and cable polyethylene compounds, laminated safety
glass, packaging, automotive plastic fuel tanks and acrylic fibers.
The Linde Group is a world leading gases and engineering company with
almost 52,000 employees working in around 100 countries worldwide. In
the 2008 financial year it achieved sales of 12.7 billion euro. The
strategy of The Linde Group is geared towards sustainable
earnings-based growth and focuses on the expansion of its
international business with forward-looking products and services.
Linde acts responsibly towards its shareholders, business partners,
employees, society and the environment - in every one of its business
areas, regions and locations across the globe. Linde is committed to
technologies and products that unite the goals of customer value and
sustainable development.
In Greater China, Linde is headquartered in Shanghai and has around
50 wholly-owned companies and joint ventures, and more than 100
operational plants in major industrial hubs across the country, with
around 2,500 employees.
 
Nuovo programma di emissione obbligazionaria di Lanxess, il rating è BBB per Fitch...

Fitch Rates Lanxess's Debt Programme 'BBB'

02 Apr 2009 9:56 AM (EDT)

Fitch Ratings-London/Frankfurt-02 April 2009: Fitch Ratings has today assigned Germany-based chemical company Lanxess AG's ('BBB'/Stable/'F3') EUR2.5bn debt programme a final senior unsecured 'BBB' rating.

Notes under the programme will be issued by Lanxess AG, or by its subsidiary Lanxess Finance B.V., under an unconditional and irrevocable guarantee from Lanxess AG. The debt will constitute unsecured and unsubordinated obligations of the issuers.

Lanxess Finance B.V. is a private limited liability company incorporated under the laws of the Netherlands on 6 June 2005. The company is a wholly-owned subsidiary of Lanxess Deutschland GmbH and, indirectly, of Lanxess AG, and acts as a funding vehicle for the group.

Lanxess Finance B.V. is the issuer of the guaranteed seven-year 4.125% EUR500m benchmark bond maturing in June 2012.

The programme documentation contains a change of control clause (early redemption event), negative pledge and cross default provisions.

Proceeds from the issued notes will be used for general corporate purpose.
 
BASF SE Offers To Buy 20% Equity In Ciba India -Exchange

I post successivi forse daranno una spiegazione al movimento di Basf in India ..


MUMBAI (Dow Jones)--German chemicals company BASF SE (BAS.XE) is making an open offer to buy 20% equity shares in Ciba India Ltd. (532184.BY) from shareholders at INR237.13 per share, the Bombay Stock Exchange said Saturday.

Ciba India is a subsidiary of chemical manufacturer Ciba Holding AG (CIBN.VX). Ciba Holding holds 69.28% of the equity shares of Ciba India.

BASF's open offer to shareholders of Ciba India follows its global acquisition of Ciba Holding. As per local stock exchange rules, BASF has to buy additional 20% equity shares from shareholders of Ciba India because the global buy indicates an indirect acquisition of the Indian unit. BASF holds 95.8% of Ciba Holding shares.

Ciba India in a note to the Bombay Stock Exchange said that JM Financial Consultants Pvt Ltd. will be managers of the offer on behalf of BASF. This offer will open on June 4 and close on June 23, 2009
 

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