Solstice Advanced Materials is acquiring Element Solutions in a $14.5 billion cash-and-stock transaction to build an ind
Solstice Advanced Materials and Element Solutions announced a definitive agreement for Solstice to acquire Element in a transaction valued at approximately $14.5 billion, including the assumption of net debt. The transaction accelerates Solstice's strategy to establish an industry-leading advanced materials platform with increased exposure to high-growth electronics, AI infrastructure and other attractive end markets.
On a combined basis, the companies would have full year 2025 net sales of approximately $6.8 billion and a 26 percent adjusted EBITDA margin including run-rate synergies. The combined company would benefit from greater scale, a full suite of offerings for electronics customers, and an attractive set of specialty material businesses. Element brings focused electronics, formulation and technical service capabilities and a robust technology portfolio that complement Solstice's strengths in chemistry, application development, refrigerant application solutions, and high-performance materials.
David Sewell, President and Chief Executive Officer of Solstice, stated that the combined company will be well positioned to benefit from generational tailwinds in high-growth end markets. Element brings highly complementary capabilities, deep customer relationships and a technical service-led model that expands customer support from early-stage development through high-volume manufacturing. Both companies share strong cultures grounded in integrity, innovation, teamwork and customer focus, with comprehensive patent portfolios and highly talented employees.
Ben Gliklich, Chief Executive Officer of Element Solutions, said the transaction recognizes Element's achievement of operational excellence and prudent capital allocation while creating a scaled advanced materials platform. The breadth of the combined portfolio along with enhanced innovation and manufacturing capabilities will allow the company to address pain points in the leading edge of the electronics industry.
Under the agreement terms, Element Solutions shareholders will receive $10.00 in cash and 0.500 shares of Solstice common stock for each Element share, representing implied consideration of approximately $50.10 per Element share and a premium of approximately 15 percent over Element's closing share price on July 2, 2026. Upon closing, Element shareholders are expected to own approximately 44 percent of the combined company.
The transaction has been unanimously approved by both Boards of Directors and is expected to close in the first half of 2027, subject to customary closing conditions including regulatory approvals and shareholder approval. Upon closing, the combined company will operate as Solstice, with David Sewell serving as President and Chief Executive Officer. Solstice's Board will comprise 11 directors, including Element Solutions CEO Ben Gliklich and two other designees from Element's board.
Solstice has secured fully committed financing of $4.7 billion in bridge financing from Goldman Sachs, which it plans to replace with permanent debt financing. The company intends to use this combined with cash from its balance sheet to fund the cash consideration at closing while maintaining a consistently strong balance sheet.