Rockwood Announces Definitive Agreement to Sell CeramTec

  Rockwood Announces Definitive Agreement to Sell CeramTec

Business Wire

PRINCETON, N.J. -- June 16, 2013

Rockwood Holdings, Inc. (NYSE: ROC) announced today it entered into a
definitive agreement to sell CeramTec, its advanced ceramics business to
Cinven, a European private equity firm for EUR 1.49 billion gross proceeds
(~USD $1.98 billion), subject to customary adjustments.

Cinven has obtained fully committed financing for this transaction, which is
expected to close during the third quarter 2013 following receipt of
appropriate regulatory approvals, including the EU Competition Clearance
Authority.

“Successful execution of this transaction at an attractive multiple will bring
Rockwood one significant step closer to our strategic objective and commitment
to become a more focused specialty chemical company with a growth portfolio
that best maximizes value and returns for our shareholders,” said Seifi
Ghasemi, Chairman and Chief Executive Officer. “We expect to use the
substantial net cash proceeds to support our balanced approach to debt
reduction, return of capital to shareholders and re-investment in our
complementary growth core businesses.

“I want to give my appreciation and thanks to our CeramTec management team and
employees, who over the last nine years drove strong financial performance and
growth that has created significant value for our shareholders. We are pleased
to have entered into the transaction with Cinven as they are well positioned
to continue to advance CeramTec’s growth prospects,” added Mr. Ghasemi.

Lazard acted as Rockwood’s financial advisor and Willkie Farr & Gallagher LLP
as legal advisor.

CeramTec

CeramTec, headquartered in Plochingen, Germany, is a leading global producer
of high performance advanced ceramics materials and products. With
approximately 3,000 employees and 18 facilities globally, it serves four
principal end-markets: (1) medical; (2) electronics; (3) industrial; and (4)
automotive. CeramTec has strong market positions in various niche markets such
as medical products, cutting tools and mechanical applications.

Cinven

Cinven is a leading European private equity firm, founded in 1977, with
offices in Guernsey, London, Frankfurt, Paris, Milan, Luxembourg and Hong Kong
and a focus on six sectors: Business Services, Consumer, Financial Services,
Healthcare, Industrials, and Technology, Media and Telecommunications (TMT).

Rockwood Holdings, Inc. is a leading global specialty chemicals and advanced
materials company. Rockwood has a worldwide employee base of approximately
10,300 people and annual net sales of approximately $3.5 billion in 2012.
Rockwood focuses on global niche segments of the specialty chemicals, pigments
and additives and advanced materials markets. For more information on
Rockwood, please visit www.rocksp.com.

This press release contains, and management may make, certain "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. All statements other than statements of historical facts may be
forward looking statements. Words such as "may,” “will,” “should,” “could,”
“likely,” “anticipates," “intends,” "believes," "estimates," "expects,"
"forecasts," “plans,” “projects,” "predicts" and “outlook” and similar words
and expressions are intended to identify forward-looking statements. Examples
of our forward-looking statements include, among others, statements relating
to our outlook, our future operating results on a segment basis, our future
Adjusted EBITDA and free cash flows, our share repurchase plans and our
strategic initiatives. Although they reflect Rockwood’s current expectations,
they involve a number of known and unknown risks, uncertainties and other
factors that could cause actual results to differ materially from those
expressed or implied, and are not guarantees of future performance. These
risks, uncertainties and other factors include, without limitation, Rockwood’s
business strategy; changes in general economic conditions in North America and
Europe and in other locations in which Rockwood currently does business;
competitive pricing or product development activities affecting demand for
Rockwood’s products; technological changes affecting production of Rockwood’s
materials; fluctuations in interest rates, exchange rates and currency values;
availability and pricing of raw materials; governmental and environmental
regulations and changes in those regulations; fluctuations in energy prices;
changes in the end-use markets in which Rockwood’s products are sold; hazards
associated with chemicals manufacturing; Rockwood’s ability to access capital
markets; Rockwood’s high level of indebtedness; risks associated with
competition and the introduction of new competing products, especially from
the Asia-Pacific region; risks associated with international sales and
operations; risks associated with information securities and the risks,
uncertainties and other factors discussed under "Risk Factors" and
“Management’s Discussion and Analysis of Financial Condition and Results of
Operations” in Rockwood's Form 10-K for the year ended December 31, 2012 and
other periodic reports filed with or furnished to the Securities and Exchange
Commission. Rockwood does not undertake any obligation to publicly update or
revise any forward-looking statement, whether as a result of new information,
future events or otherwise.

Contact:

Rockwood Holdings, Inc.
Nahla A. Azmy, 609-524-1109
Vice President, Investor Relations & Communications
nazmy@rocksp.com
 
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