Attached files
| file | filename |
|---|---|
| EX-1.1 - STOCK AND ASSET PURCHASE AGREEMENT, DATED OCTOBER 8, 2012 - CYTEC INDUSTRIES INC/DE/ | d422231dex11.htm |
| EX-99.2 - PRESS RELEASE, DATED OCTOBER 9, 2012, ISSUED BY CYTEC - CYTEC INDUSTRIES INC/DE/ | d422231dex992.htm |
| EX-99.3 - PRESS RELEASE, DATED OCTOBER 9, 2012, ISSUED BY CYTEC - CYTEC INDUSTRIES INC/DE/ | d422231dex993.htm |
| 8-K - FORM 8-K - CYTEC INDUSTRIES INC/DE/ | d422231d8k.htm |
 Coating
Resins Divestiture Investor Presentation
Shane
Fleming
–
Chairman,
President
and
CEO
October 9, 2012
Exhibit 99.1 |
 2
Forward Looking Statement
During the course of this meeting we may make forward-looking statements. All statements
that address expectations or projections about the future are forward-looking
statements.
Some of these statements include words such as “expects”, “anticipates,”
“plans,” “intends,” “projects,” and “outlook.”
Although they reflect our current expectations, these statements are not guarantees of
future performance because they involve a number of risks, uncertainties, and assumptions.
We recommend that you review Cytec’s SEC filings for a discussion of some of the factors
which could cause actual results to differ materially from its expectations and
projections. This and other Cytec information may be accessed at
www.cytec.com. In sections of this presentation certain “non-GAAP” measures are provided and
identified as such. We believe that the “non-GAAP” measures can more
accurately reflect comparisons of year to year trends and is consistent with how we
review the information. A reconciliation of “non-GAAP” measures to the
applicable GAAP measure is provided in the appendix at the end of this presentation. |
 Transaction
overview 3
•
Transaction values Coating Resins at $1,150 million
–
Before-tax cash proceeds of $1,032 million, after tax cash proceeds approximately $900
million
–
Transferred debt, pension and environmental liabilities of $118 million
–
Subject to customary closing conditions
–
6.8 x LTM June 2012 EBITDA
•
$68 million of stranded costs
–
2/3 to be eliminated within 90 days of closing
–
3/4 to be eliminated within two years of closing
–
Remainder to support business growth
•
J.P. Morgan Securities LLC acted as Cytec’s financial advisor
1
Fully allocated
Cytec Announces Agreement to Divest Coating Resins Business
to Advent International
Expected closing in Q1 2013
1 |
 Financial
flexibility 4
•
Return cash to shareholders via stock
buyback
•
Utilize cash to support
Debt Maturity Profile
Uses of Cash
($ millions)
$0
$50
$100
$150
$200
$250
2012
2013
2014
2015
2016
2017
Significant
financial
flexibility
for
further
growth
investments
and
strategic
bolt-ons
while still maintaining investment grade ratings
–
Approximately two-thirds of
proceeds
–
Expect to complete in first half 2013
–
Large capacity expansion capital
projects
–
Fund pension/retiree medical |
 Portfolio
transformation 5
Acquisitions
Divestitures
Advanced
composites
$439 million
July 2012
$1,150 million
Q1 2013 (expected close)
Coating
Resins
$105 million
August 2012
Pressure
Sensitive
Adhesives
$180 million
February 2011
Building
Block
Chemicals
Mining
chemicals
$37 million
April 2012
Portfolio
moves
have
created
a
leading
high
growth,
high
margin
specialty
company |
 Pro forma
Cytec 6
Pro-Forma Sales
Full year 2011: $1.8 billion
Six months 2012: $0.95 billion
Pro-forma Operating Margin*
Full year 2011: 9.7%
Six Months 2012: 12.8%
Phosphines
Mining Chemicals
Industrial Materials
Aerospace Materials
Technology-Based Products
Attractive Portfolio
*excludes special items
Aerospace Matl
53%
Mineral
processing
19%
Plastics
8%
Industrial Matl
12%
Other
8%
~85% of portfolio is higher growth
businesses
Positioned to grow with technology leadership in markets driven by global mega trends
|
 Investment
thesis 7
Leadership position in attractive growth markets
•
Advanced composites for aerospace and industrial
•
Unique separation technologies for mining
•
High growth phosphine applications
•
Exciting adjacency opportunities in each of these markets
•
Levered to global megatrends
o
energy, transportation & infrastructure
Solid foundation in place to support long-term growth
•
Strong balance sheet
•
Improving cash conversion efficiency
•
Excellent liquidity and debt profile
Management team focused on execution of growth strategy |
 NYSE: CYT
|