In order to exceed the goal of BASF becoming the world's largest manufacturer of MDI, Wanhua Chemical announced that it plans to spend approximately RMB 52.2 billion to absorb the controlling shareholder Wanhua Chemical Co., Ltd. (hereinafter referred to as 'Wanhua Chemical'). It is worth mentioning that , The merger of Wanhua Chemical absorbs a premium of nearly 24 times.
Wanhua Chemical's reorganization plan disclosed on the evening of May 9 showed that the company intends to implement the absorption merger of its controlling shareholder Wanhua Chemical by issuing approximately 1.716 billion new shares, with a price per share of RMB 31.93. Wanhua Chemical's 100% shareholding net The book value of the assets was approximately RMB 2.111 billion, with an estimated value of RMB 52.212 billion. The projected value-added ratio was nearly 24 times. The underlying asset of the transaction was 100% equity of Wanhua Chemical.
It is reported that Wanhua Chemical's controlling shareholder, Wanhua Chemical, was established on January 30, 2018, and was established after Wanhua Chemical's original controlling shareholder Wanhua Industry was established.
Wanhua Chemical's main business is the production and sale of chemical raw materials and chemicals. The company's business covers the three major sectors of polyurethane industry, petrochemical industry, fine chemicals and new materials industry, and is the second largest MDI manufacturer in the world (based on production capacity ). It should be pointed out that BC, an overseas subsidiary of Wanhua Chemical, has an annual production capacity of 300,000 tons of MDI. Before this transaction, Wanhua Chemical had an annual production capacity of 1.8 million tons of MDI, through absorption of Wanhua Chemical. , Wanhua Chemical will collectively have 2.1 million tons of MDI production capacity, surpassing BASF's annual output of 1.81 million tons of MDI production capacity, ranking the world's largest MDI producer (in terms of production capacity). For the merger of the controlling shareholder Wanhua Chemical For the purpose, Wanhua Chemical also stated that in order to surpass BASF as the world's largest manufacturer of MDI, in addition, it has completely resolved the potential peer competition problem with the BC subsidiary of the controlling shareholder; it laid out the 'Belt and Road' entity business.
It is understood that due to the high technical barriers in the MDI industry, as of the end of 2017, only 8 chemical companies in the world have MDI's independent intellectual property rights and can carry out independent production. Among the 8 companies, MDI's annual production capacity exceeds 1 million tons. Home, respectively, Wanhua Chemical, BASF, Covestro, Huntsman and Dow, with a total capacity of about 88%.