Air Products’ Board Approves Versum Spin-off

13.09.2016 -

Air Products’ board of directors has approved the now completed spin-off of the company’s electronic materials business, which trades as Versum, in combination with the sale of $425 million in senior unsecured notes. The US industrial gases producer said the notes are being offered for sale by “certain selling security holders that intend to purchase such notes from Air Products in preparation for their acquiring debt from the company.” The targeted buyers are “qualified” institutional investors and “non-US persons.” US residents will not be eligible to participate.

The notes offering will take place prior to Air Products’ pro rata distribution of Versum common stock to its shareholders and the subsidiary’s expected transfer of the notes and $550 million in cash to its former owner.

In the mostly tax-free transaction, shareholders of the gases producer will receive one share of Versum’s common stock for every two Air Products shares they hold. Fractional shares will be aggregated and sold in the open market, with the proceeds redistributed within the shareholder pool – here the proceedings will not be tax-free.

In March of this year, Air Products was rumored to be in advanced talks to sell the electronics materials business, which reported sales of $1 billion in 2015, to Germany’s Evonik. The sale value was said to be worth more than $3.5 billion.  At press time, it was unclear whether or not the share offering is connected to any possible deal.

Versum employs some 1,900 people at 14 manufacturing and six R&D sites in the Americas and Asia. Materials represent 74% of sales revenue, with delivery sales and services accounting for the remaining 26%.