Investor Group Consisting of SJL Partners, KCC Corporation and Wonik QnC Corporation Completes Acquisition of MPM Holdings Inc.
MPM Holdings Inc. (Momentive or the Company) (OTCQB: MPMQ), a global silicones and advanced materials company, and SJL Partners LLC (SJL), KCC Corporation (KS:002380) (KCC) and Wonik QnC Corporation (KOSDAQ:074600) (Wonik) (collectively, the Investor Group), today announced that the Investor Group has successfully completed the previously announced acquisition of Momentive.
MPM Holdings Inc. (“Momentive” or the “Company”) (OTCQB: MPMQ), a global
silicones and advanced materials company, and SJL Partners LLC (“SJL”),
KCC Corporation (KS:002380) (“KCC”) and Wonik QnC Corporation
(KOSDAQ:074600) (“Wonik”) (collectively, the “Investor Group”), today
announced that the Investor Group has successfully completed the
previously announced acquisition of Momentive.
“This is a great outcome for all of our stakeholders, delivering maximum
value to our stockholders and positioning Momentive for long-term growth
and future job creation that will benefit our talented employees across
the globe as well as our customers and suppliers,” said Jack Boss, Chief
Executive Officer and President at Momentive. “The acquisition and the
potential for greater combination with KCC’s silicones division will
further enhance Momentive’s global leadership position by expanding our
portfolio of products, broadening our geographic reach and strengthening
our financial position.”
Steve Lim, Chairman and Managing Partner of SJL, representing the
Investor Group said, “On behalf of KCC, Wonik and SJL, we are pleased to
announce the successful completion of the transaction and begin this
partnership with Jack and the Momentive team as we focus on the next
stage of growth.”
Closing terms
On May 15, Momentive became a wholly owned subsidiary of the Investor
Group and ceased to be traded on the OTCQB. Pursuant to the terms of the
merger agreement, Momentive stockholders received $32.50 in cash for
each issued and outstanding share of common stock they own. In
connection with the closing, the transaction was financed through a
combination of cash and new debt.
About Momentive
Momentive is a global leader in silicones and advanced materials, with a
more than 75-year heritage of being first to market with performance
applications that support and improve everyday life. Momentive delivers
science-based solutions for major industries, by linking its custom
technology platforms to allow the creation of unique solutions for
customers. Additional information is available at www.momentive.com.
About KCC Corporation
Based in Seoul, South Korea, KCC Corporation is a leading chemicals
manufacturer in Korea, specializing in paints, building materials and
specialty materials. It also engages in the silicones business for
developing products in the fields of specialized paints and precision
chemical engineering. KCC Corporation was founded in 1958 and is
headquartered in Seoul, South Korea. Additional information is available
at www.kccworld.co.kr/eng/main.do.
About Wonik QnC Corporation
Wonik QnC Corporation manufactures and sells quartz and ceramic wares
used in the production of semiconductor wafers. The company’s Quartz
division provides quartz wares used in the production of semiconductor
IC’s, as well as products used in the production of semiconductors,
LCDs, LEDs, and solar cells. Its Ceramic division offers ceramics
materials, including aluminum nitride, silicon carbide, and boron
nitride composite. Wonik QnC Corporation was founded in 1983 and is
headquartered in Gumi, South Korea. Additional information is available
at www.wonikqnc.com/eng/.
About SJL Partners
SJL is a private equity investment manager focused on partnership
investments with market-leading strategic companies to support their
organic and inorganic growth, including bolt-on acquisitions. SJL’s
portfolio includes investment into Celltrion Holdings, Korea’s leading
biosimilar drug manufacturer, and Vigevano, one of the earliest
distributors of leading fashion brands and leather goods in Korea.
Additional information is available at www.sjlpartners.com.
Forward-Looking and Cautionary Statements
Certain statements in this press release are forward-looking statements
within the meaning of and made pursuant to the safe harbor provisions of
Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, including statements
related to restructuring, growth, market recovery, competitiveness, and
the benefits and anticipated timing of the merger transaction and
expectations or predictions of future financial or business performance.
In addition, our management may from time to time make oral
forward-looking statements. All statements, other than statements of
historical facts, are forward-looking statements. Forward-looking
statements may be identified by the words “believe,” “expect,”
“anticipate,” “project,” “plan,” “estimate,” “may,” “will,” “could,”
“should,” “seek” or “intend” and similar expressions. Forward-looking
statements reflect our current expectations and assumptions regarding
our business, the economy, the merger agreement, and other future events
and conditions and are based on currently available financial, economic
and competitive data and our current business plans. Actual results
could vary materially depending on risks and uncertainties that may
affect our operations, markets, services, prices and other factors as
discussed in the Risk Factors section of our most recent Annual Report
on Form 10-K and our other filings with the Securities and Exchange
Commission (the “SEC”). While we believe our assumptions are reasonable,
we caution you against relying on any forward-looking statements as it
is very difficult to predict the impact of known factors, and it is
impossible for us to anticipate all factors that could affect our actual
results. Important factors that could cause actual results to differ
materially from those in the forward-looking statements include, but are
not limited to: a weakening of global economic and financial conditions,
interruptions in the supply of or increased cost of raw materials, the
impact of work stoppage and other incidents on our operations, changes
in governmental regulations or interpretations thereof and related
compliance and litigation costs, adverse rulings in litigation,
difficulties with the realization of our cost savings in connection with
transformation and strategic initiatives, including pricing actions by
our competitors that could affect our operating margins, the impact of
our growth and productivity investments, our ability to realize the
benefits there from, and the timing thereof, our ability to obtain
additional financing, and the other factors listed in the Risk Factors
section of our SEC filings. All forward-looking statements are expressly
qualified in their entirety by this cautionary notice. The
forward-looking statements made by us speak only as of the date on which
they are made. Factors or events that could cause our actual results to
differ may emerge from time to time. We undertake no obligation to
publicly update or revise any forward-looking statement as a result of
new information, future events or otherwise, except as otherwise
required by law.
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