PolyOne Signs Agreement to Divest Performance Products and Solutions Business Segment

CLEVELAND, Aug. 19, 2019 /PRNewswire/ -- PolyOne Corporation (NYSE: POL), a leading global provider of specialized polymer materials, services and solutions, today announced it has entered into a definitive agreement to sell its Performance Products and Solutions (PP&S) business to SK Capital Partners for $775 million in cash.  PolyOne expects to record a pre-tax gain of approximately $600 million at the time the sale is completed.

With sales of approximately $700 million, PP&S is a global provider of formulated PVC and polypropylene based solutions, as well as contract manufacturing services, primarily serving the North American Construction and Automotive end markets.

"We conducted what became a very competitive bidding process for our PP&S segment," said Robert M. Patterson, Chairman, President and CEO, PolyOne Corporation.  "Ultimately, we determined that divesting the business to SK Capital Partners would provide greater flexibility to accelerate our specialty growth strategy and is in the best interest of customers, employees and shareholders."

"In the short term, proceeds from the sale will be used to pay down debt on our revolving line of credit and reduce our overall net debt to EBITDA leverage from 3.2 to 2.0 by year-end," said Mr. Patterson.  "Longer term, we can further refine our focus on investing in and growing our three remaining segments: Specialty Engineered Materials; Color, Additives, and Inks; and Distribution." 

The company noted it expects full year 2019 adjusted earnings per share from continuing operations to expand 6-8% over the prior year. 

"We continue to benefit from recent investments made in composites and other sustainable solutions which is helping us to deliver adjusted EPS growth in an otherwise challenging environment," said Mr. Patterson.  "As discussed on our second quarter conference call, margins are expanding as a result of improved mix, pricing and cost reductions."

In accordance with US GAAP, the company expects the PP&S business will be classified as "held for sale" and reported as a discontinued operation.  Attachment A provides an estimate of adjusted earnings per share split between continuing and discontinued operations for recent historic periods.  These estimates are subject to change as the company finalizes the accounting related to the discontinued operations, including the tax implications of the anticipated sale.

The company noted that HSBC served as financial advisor and led the sale process for PolyOne.  Jones Day served as outside legal counsel.  The sale is subject to satisfaction of regulatory requirements and other customary closing conditions, which the company expects to be completed during the fourth quarter.  The company will discuss additional details of the transaction on its third quarter 2019 conference call.

About PolyOne

PolyOne Corporation (NYSE: POL), with 2018 revenues of $3.5 billion, is a premier provider of specialized polymer materials, services and solutions. The company adds value to global customers and improves sustainability through formulating materials, such as:

• Barrier technologies that preserve the shelf-life and quality of food, beverages, medicine and other perishable goods through high-performance materials that require less plastic
• Light-weighting solutions that replace heavier traditional materials like metal, glass and wood, which can improve fuel efficiency in all modes of transportation
• Breakthrough technologies that minimize wastewater and improve the recyclability of materials and packaging across a spectrum of end uses

PolyOne employs approximately 6,900 associates, is certified ACC Responsible Care® and Great Place to Work®, and is a founding member of the Alliance to End Plastic Waste.  For more information, visit www.polyone.com.

To access PolyOne's news library online, please visit www.polyone.com/news.

Forward-looking Statements

In this press release, statements that are not reported financial results or other historical information are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events and are not guarantees of future performance. They are based on management's expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. They use words such as "will," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," and other words and terms of similar meaning in connection with any discussion of future operating or financial condition, performance and/or sales. Factors that could cause actual results to differ materially from those implied by these forward-looking statements include, but are not limited to: the time required to consummate the proposed divestiture; the satisfaction or waiver of conditions in the sale agreement; any material adverse changes in the business supporting the PP&S assets being sold; the ability to obtain required regulatory or other third-party approvals and consents and otherwise consummate the proposed divestiture; our ability to identify and evaluate acquisition targets and consummate and integrate acquisitions; disruptions, uncertainty or volatility in the credit markets that could adversely impact the availability of credit already arranged and the availability and cost of credit in the future; the effect on foreign operations of currency fluctuations, tariffs and other political, economic and regulatory risks; changes in polymer consumption growth rates and laws and regulations regarding plastics in jurisdictions where we conduct business; changes in global industry capacity or in the rate at which anticipated changes in industry capacity come online; fluctuations in raw material prices, quality and supply, and in energy prices and supply; production outages or material costs associated with scheduled or unscheduled maintenance programs; unanticipated developments that could occur with respect to contingencies such as litigation and environmental matters; an inability to raise or sustain prices for products or services; an ability to achieve or delays in achieving or achievement of less than the anticipated financial benefit from initiatives related to acquisitions and integration, working capital reductions, cost reductions and employee productivity goals; information systems failures and cyberattacks; and other factors affecting our business beyond our control, including, without limitation, changes in the general economy, changes in interest rates and changes in the rate of inflation. The above list of factors is not exhaustive.

We undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. You are advised to consult any further disclosures we make on related subjects in our reports on Form 10-Q, 8-K and 10-K that we provide to the Securities and Exchange Commission.

Senior management uses comparisons of diluted adjusted earnings per share (EPS) from continuing operations attributable to PolyOne shareholders, excluding special items, to assess performance and facilitate comparability of results. Senior management believes this measure is useful to investors because it allows for comparison to PolyOne's performance in prior periods without the effect of items that, by their nature, tend to obscure PolyOne's operating results due to the potential variability across periods based on timing, frequency and magnitude. Special items and tax adjustments are defined in our most recent earnings release dated July 25, 2019.

Estimated adjusted EPS from continuing operations and estimated adjusted EPS from discontinued operations are subject to change as the company finalizes accounting for the Performance Products and Solutions segment as held for sale and the related income tax impacts from the anticipated sale.

With respect to our outlook for full-year 2019 adjusted EPS from continuing operations, the company does not provide a reconciliation of this forward-looking non-GAAP financial measure to its most comparable GAAP financial measure because it is not possible for the company to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available due to the inherent difficulty of forecasting the timing and amounts of special items.

SOURCE PolyOne Corporation

Related Links

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