OM Group to Acquire dmc2

Apr 23, 2001, 01:00 ET from OM Group, Inc.

    CLEVELAND, April 23 /PRNewswire Interactive News Release/ -- OM Group,
 Inc. (NYSE:   OMG) announced today that it has agreed to acquire all of the
 operations of dmc2 degussa Metals Catalysts Cerdec (dmc2), a unit of Degussa
 AG, for EUR1,200 million in cash. dmc2, based in Hanau, Germany, is the metals
 and catalysts division of Degussa. dmc2 is a leading worldwide provider of
 metal-based functional materials for a wide variety of high-growth end
 markets. dmc2 is also one of the three leading precious metals companies
 worldwide and the largest processor of platinum group metals into functional
 materials.
     OM Group intends to divest the electronic materials, performance pigments,
 glass systems and Cerdec ceramics divisions of dmc2 as soon as practicable and
 is currently in advanced discussions with another strategic party with
 expected proceeds of EUR600 million.
     Following the divestiture of electronic materials, performance pigments,
 glass systems and Cerdec ceramics divisions, OM Group is expected to own the
 metals management, automotive catalysts, fuel cells, precious metals
 chemistry, technical materials and jewelry and electroplating businesses of
 dmc2.   For the fiscal year ending December 31, 2000, metals management
 revenues for the businesses OM Group intends to keep were EUR 5,289 million
 while operating revenues were EUR 487 million (for a total of EUR 5,776
 million); operating profits were EUR 55 million.
     The acquisition of dmc2:
 
     * Strengthens OM Group's vertical integration platform in metals
       refining, separating, processing and marketing value-added chemicals,
       powders and high-purity metals (adding platinum, palladium, rhodium,
       gold and silver);
     * Allows OM Group to expand into high-growth markets with automotive
       catalysts, specialized technical materials and new product development;
     * Positions OM Group as a leading technology participant in fuel cells,
       providing a strong platform in MEAs and electrocatalysts for both
       stationary and mobile applications; and
     * Provides a leading global market position in precious metals trading,
       supporting customer needs, sourcing raw materials and expanding
       opportunities in cobalt and nickel.
 
     "This transaction will create significant value for OM Group
 shareholders," said James P. Mooney, OM Group's Chairman and CEO. "It is
 consistent with our philosophy of completing accretive acquisitions and will
 leverage our existing strengths in metal-separation technology into other
 specialty chemicals and materials. The acquisition of dmc2 will significantly
 expand our product offering into fast growing and high value-added market
 segments while combining two organizations with strong research focus and an
 emphasis on developing our people. We are particularly excited about the
 opportunities created by dmc2's leading technology for automotive and fuel
 cell catalysts and we will continue to expand on the Company's significant
 global research effort."
     The foregoing discussion includes forward-looking statements relating to
 the business of the Company. Such forward-looking statements are subject to
 uncertainties and factors relating to the Company's operations and business
 environment, as discussed in the Company's SEC filings, all of which are
 difficult to predict and many of which are beyond the control of the Company.
 Other such risks include the successful integration of dmc2 and the receipt of
 all regulatory approvals for the transaction. Such risks could cause the
 actual results of the Company to differ materially from those matters
 expressed in or implied by such forward-looking statements.
     Credit Suisse First Boston is acting as financial advisor to OM Group in
 conjunction with the acquisition. Squire, Sanders & Dempsey is providing legal
 counsel.
     OM Group, through its operating subsidiaries, is a leading, vertically
 integrated international producer of value-added, metal-based specialty
 chemicals. The company supplies more than 1,500 customers in 50 countries with
 some 425 product offerings, primarily categorized as metal organics,
 inorganics, and powders. OM Group products serve 30 major industries,
 including aerospace, appliance, automotive, ceramics, coatings, electronics,
 hard metal tools, magnetic tapes, petrochemical, plastics, rechargeable
 batteries, rubber, stainless steel and other specialty chemicals. Typically,
 OM Group products represent a small part of the customer's overall
 manufacturing or processing costs, yet are essential ingredients to superior
 product performance.
     Headquartered in Cleveland, Ohio, OMG operates manufacturing facilities in
 North America, Europe, Asia and Africa. It has approximately 1,600 employees
 worldwide.
 
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SOURCE OM Group, Inc.
    CLEVELAND, April 23 /PRNewswire Interactive News Release/ -- OM Group,
 Inc. (NYSE:   OMG) announced today that it has agreed to acquire all of the
 operations of dmc2 degussa Metals Catalysts Cerdec (dmc2), a unit of Degussa
 AG, for EUR1,200 million in cash. dmc2, based in Hanau, Germany, is the metals
 and catalysts division of Degussa. dmc2 is a leading worldwide provider of
 metal-based functional materials for a wide variety of high-growth end
 markets. dmc2 is also one of the three leading precious metals companies
 worldwide and the largest processor of platinum group metals into functional
 materials.
     OM Group intends to divest the electronic materials, performance pigments,
 glass systems and Cerdec ceramics divisions of dmc2 as soon as practicable and
 is currently in advanced discussions with another strategic party with
 expected proceeds of EUR600 million.
     Following the divestiture of electronic materials, performance pigments,
 glass systems and Cerdec ceramics divisions, OM Group is expected to own the
 metals management, automotive catalysts, fuel cells, precious metals
 chemistry, technical materials and jewelry and electroplating businesses of
 dmc2.   For the fiscal year ending December 31, 2000, metals management
 revenues for the businesses OM Group intends to keep were EUR 5,289 million
 while operating revenues were EUR 487 million (for a total of EUR 5,776
 million); operating profits were EUR 55 million.
     The acquisition of dmc2:
 
     * Strengthens OM Group's vertical integration platform in metals
       refining, separating, processing and marketing value-added chemicals,
       powders and high-purity metals (adding platinum, palladium, rhodium,
       gold and silver);
     * Allows OM Group to expand into high-growth markets with automotive
       catalysts, specialized technical materials and new product development;
     * Positions OM Group as a leading technology participant in fuel cells,
       providing a strong platform in MEAs and electrocatalysts for both
       stationary and mobile applications; and
     * Provides a leading global market position in precious metals trading,
       supporting customer needs, sourcing raw materials and expanding
       opportunities in cobalt and nickel.
 
     "This transaction will create significant value for OM Group
 shareholders," said James P. Mooney, OM Group's Chairman and CEO. "It is
 consistent with our philosophy of completing accretive acquisitions and will
 leverage our existing strengths in metal-separation technology into other
 specialty chemicals and materials. The acquisition of dmc2 will significantly
 expand our product offering into fast growing and high value-added market
 segments while combining two organizations with strong research focus and an
 emphasis on developing our people. We are particularly excited about the
 opportunities created by dmc2's leading technology for automotive and fuel
 cell catalysts and we will continue to expand on the Company's significant
 global research effort."
     The foregoing discussion includes forward-looking statements relating to
 the business of the Company. Such forward-looking statements are subject to
 uncertainties and factors relating to the Company's operations and business
 environment, as discussed in the Company's SEC filings, all of which are
 difficult to predict and many of which are beyond the control of the Company.
 Other such risks include the successful integration of dmc2 and the receipt of
 all regulatory approvals for the transaction. Such risks could cause the
 actual results of the Company to differ materially from those matters
 expressed in or implied by such forward-looking statements.
     Credit Suisse First Boston is acting as financial advisor to OM Group in
 conjunction with the acquisition. Squire, Sanders & Dempsey is providing legal
 counsel.
     OM Group, through its operating subsidiaries, is a leading, vertically
 integrated international producer of value-added, metal-based specialty
 chemicals. The company supplies more than 1,500 customers in 50 countries with
 some 425 product offerings, primarily categorized as metal organics,
 inorganics, and powders. OM Group products serve 30 major industries,
 including aerospace, appliance, automotive, ceramics, coatings, electronics,
 hard metal tools, magnetic tapes, petrochemical, plastics, rechargeable
 batteries, rubber, stainless steel and other specialty chemicals. Typically,
 OM Group products represent a small part of the customer's overall
 manufacturing or processing costs, yet are essential ingredients to superior
 product performance.
     Headquartered in Cleveland, Ohio, OMG operates manufacturing facilities in
 North America, Europe, Asia and Africa. It has approximately 1,600 employees
 worldwide.
 
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                http://tbutton.prnewswire.com/prn/11690X78649564
 
 SOURCE  OM Group, Inc.