Albemarle Corporation and Rockwood Holdings, Inc.have entered into a definitive agreement under which Albemarle will acquire all outstanding shares of Rockwood in a cash and stock transaction valued at approximately $6.2 billion. This combination creates a specialty pharmaceutical business in four main areas: lithium, catalysts, bromine, and surface treatment.

Under the terms of the transaction, each outstanding share of Rockwood common stock will be exchanged for $50.65 in cash and 0.4803 of a share of Albemarle common stock. The transaction values Rockwood at $85.53 per share. Upon closing of the transaction, Albemarle shareholders will own approximately 70% of the combined company and Rockwood shareholders will own approximately 30%.The boards of directors of both companies have approved the transaction. The transaction is subject to shareholder and regulatory approvals and other customary closing conditions and is expected to close in the first quarter of 2015.

Luke Kissam will serve as president and chief executive officer of the combined company, which will operate under the Albemarle name. Albemarle’s board of directors will have 11 members, with eight Albemarle directors and three Rockwood directors. Jim Nokes will continue to serve as Albemarle’s non-executive chairman.

Source: Albemarle