Cytec gets go ahead for Solvay merger; buys composites firm Penso

US-based Cytec Industries Inc’s common stockholders have approved the proposed merger with Solvay SA, a Brussels-based company. The proposal to approve the merger received support from 99.3% of the votes cast, with a total of 84.1% of outstanding shares voted. Solvay had disclosed the merger in July http://www.plasticsandrubberasia.com/july2015/company11.html

As previously disclosed, the closing of the merger is subject to satisfaction or waiver of certain closing conditions, including receipt of approvals (or expiration of applicable waiting periods) under the HSR Act as well as foreign antitrust or competition laws in Brazil, the European Union, Israel, Japan, Mexico, South Korea, Turkey and Ukraine, the conclusion of the review by the Committee on Foreign Investment in the United States (CFIUS), receipt of written acceptance from the Department of Defense Security Service (DSS) of the parties’ commitment to enter into an arrangement to mitigate foreign ownership, control or influence (FOCI) and the requirement that the Directorate of Defense Trade Controls not have sent written notice objecting to the merger pursuant to the International Traffic in Arms Regulations (ITAR), among others.

The companies expect the closing of the merger to occur in December 2015.

In other news, Cytec Industries has acquired an equity position in Penso Holdings, an engineering services, vehicle conversion, and composite part manufacturing company headquartered in Coventry, UK. Terms of the agreements were not disclosed.

The companies have also signed a joint agreement to develop fast-curing, optimised composite materials product forms and rapid, cost-efficient composites processing technologies such as an innovative variation of hot compression moulding, to accelerate the adoption of composite parts in serial automotive applications. This builds on Cytec's resin formulation and application engineering expertise and on Penso's expertise in composite part engineering and manufacturing.

Penso, a privately held company, is a partner to several European OEMs, with proprietary engineering, simulation, and manufacturing capabilities suited for the design and serial production of structural composite parts. It is currently investing heavily in setting up automated capabilities to produce composite parts in large volumes for transportation applications including serial automotive and rail.

“Cytec has been making critical advances on its serial automotive materials and applications technology roadmap, through the development of novel rapid curing materials and product forms designed for automation, enabling high rate production of composite structures. This alliance with Penso strengthens our ability to jointly tailor materials, design and manufacturing technologies to maximise composite parts performance while minimising finished part cost, and further establishes our companies as key partners to automotive and other industrial sectors OEMs for composites-intensive new programs. We look forward to working closely together and offer comprehensive composite solutions to our customers,” said Markus Aschauer, Vice President of Cytec Industrial Materials.