Chemtura

Chemtura was an American specialty chemicals company that supplied additives, intermediates, performance materials, and other formulation ingredients to industrial manufacturers. The company was headquartered in Philadelphia, Pennsylvania, and maintained another principal executive office in Middlebury, Connecticut. It operated manufacturing, research, logistics, sales, and administrative activities across North America, Latin America, Europe, and Asia, with production plants in 11 countries and approximately 2,500 employees before its acquisition by Lanxess. Chemtura's corporate lineage combined several older industrial and chemical businesses. Its immediate predecessor, Crompton & Knowles Corporation, was incorporated in Massachusetts in 1900 and entered specialty chemicals manufacturing in the 1950s. The wider lineage reached back to nineteenth-century textile-machinery companies, including Crompton Loom Works and Knowles Loom Works, as well as the rubber and chemicals businesses that later became associated with Uniroyal. In 1996, Uniroyal Chemical Corporation merged with Crompton & Knowles. A further merger with Witco Corporation in 1999 created Crompton Corporation. Crompton's 2005 acquisition of Great Lakes Chemical Company produced Chemtura Corporation, with Great Lakes Chemical continuing as a subsidiary. The company organized its operations into two principal reporting segments. Industrial Performance Products included synthetic lubricants and greases, synthetic base stocks, lubricant additives, and urethanes. Industrial Engineered Products included brominated performance products, flame retardants, fumigants, and organometallic specialties. These materials were sold mainly business-to-business for use in automotive and transportation products, lubricants, plastics, construction materials, electronics, packaging, and other durable and nondurable goods. Chemtura expanded and reshaped its portfolio through acquisitions, divestitures, and asset transactions. It acquired Kaufman Holdings in 2007 and purchased bromine and bromine-chemical assets from Solaris ChemTech and Avantha Holdings in 2012. It also consolidated its ownership of DayStar Materials in 2013. During the same period, the company sold its antioxidant business to SK Blue Holdings and Addivant, divested its consumer-products operations, including BioLab, to KIK Custom Products, and sold Chemtura AgroSolutions to Platform Specialty Products. These transactions narrowed the business toward industrial performance and engineered chemicals. Chemtura entered debtor-in-possession proceedings under the protection of the United States Bankruptcy Court for the Southern District of New York in March 2009 and emerged from that process in November 2010. In later years it reported global core-segment revenue of $1.61 billion for 2015. The company was led by Craig A. Rogerson as chairman, president, and chief executive officer during the period described in the reference material. In September 2016, Chemtura accepted an all-cash acquisition offer from Germany's Lanxess AG. Following regulatory clearance and shareholder approval, Lanxess completed the acquisition on April 21, 2017. The transaction was reported as a $2.1 billion cash acquisition, and Lanxess absorbed Chemtura's employees and sites. Chemtura therefore ceased to operate as an independent company, with its former businesses and locations becoming part of Lanxess.

Chemtura Corporation emerged from a group of textile, rubber, and chemical businesses whose roots extended into the nineteenth century. Crompton Loom Works and Knowles Loom Works were major textile-machinery companies in Worcester, Massachusetts, and merged in 1879. Another part of the lineage came through the rubber industry, including businesses associated with the United States Rubber Company and Uniroyal. Uniroyal Chemical Company was formed in 1986, acquired by Uniroyal Chemical Corporation investors in 1989, and became a public company before merging with Crompton & Knowles Corporation in 1996. Crompton & Knowles had been incorporated in Massachusetts in 1900 and began specialty chemicals manufacturing in 1954. Its merger with Witco Corporation in 1999 formed Crompton Corporation. In 2005, Crompton acquired Great Lakes Chemical Company, creating Chemtura Corporation. Great Lakes Chemical remained a subsidiary and became central to Chemtura's bromine, flame-retardant, and engineered-products activities. Chemtura developed as a global supplier to industrial manufacturers rather than as a consumer-facing chemical brand. Its materials were used as additives, ingredients, and intermediates in transportation, automotive, energy, electronics, construction, packaging, plastics, and lubricant applications. The business was divided into Industrial Performance Products and Industrial Engineered Products. The first segment covered synthetic lubricants, greases, base stocks, lubricant additives, and urethanes. The second covered brominated performance products, flame retardants, fumigants, and organometallic specialties. The company pursued both expansion and portfolio simplification. It completed the acquisition of Kaufman Holdings in 2007. In 2009 it entered debtor-in-possession proceedings in the United States Bankruptcy Court for the Southern District of New York, remaining under court protection until November 2010. In 2012 it agreed to acquire bromine and bromine-chemical assets from Solaris ChemTech Industries and Avantha Holdings. In 2013 it bought the remaining interest in DayStar Materials, while also selling its antioxidant business to SK Blue Holdings and Addivant and its consumer-products business, including BioLab, to KIK Custom Products. In 2014, Chemtura agreed to sell Chemtura AgroSolutions to Platform Specialty Products. The sale closed later that year and removed a major agricultural-chemicals activity from the portfolio. Chemtura subsequently concentrated on industrial performance and engineered chemicals. The company reported global core-segment revenue of $1.61 billion for 2015 and operated plants in 11 countries, with activities across the Americas, Europe, and Asia. Chemtura also faced legal and regulatory controversy over brominated flame retardants, particularly Firemaster 550, a product marketed for use in polyurethane foam in upholstered furniture. Investigative reporting and cited research raised questions about potential human exposure and health effects. California's effort to revise furniture flammability standards led Chemtura to file lawsuits in 2013 and 2014. California ultimately adopted revised standards and later required labeling concerning toxic flame-retardant chemicals. In September 2016, Chemtura accepted Lanxess AG's all-cash acquisition offer. U.S. antitrust approval followed in December, and shareholders approved the transaction in February 2017. Lanxess completed the acquisition on April 21, 2017, reportedly paying $2.1 billion in cash and absorbing approximately 2,500 employees at 20 sites in 11 countries. Chemtura thereafter ceased to exist as an independent corporation.

1. 2017Acquired by Lanxess

   Lanxess completed the acquisition on April 21, ending Chemtura's independent corporate status.

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2. 2014Brominated polymer flame retardant introduced

   Chemtura manufactured and marketed a brominated polymer flame retardant positioned as a replacement for traditional HBCD products.

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3. 2010Debtor-in-possession proceedings ended

   The company exited its bankruptcy-protection process on November 10.

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4. 2009Debtor-in-possession proceedings began

   Chemtura entered court-supervised debtor-in-possession proceedings in the Southern District of New York.

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5. 2005Chemtura Corporation formed

   Crompton acquired Great Lakes Chemical Company, creating Chemtura Corporation.

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6. 1999Crompton Corporation formed

   Crompton & Knowles merged with Witco Corporation.

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7. 1996Uniroyal Chemical merged with Crompton & Knowles

   The merger combined major strands of the company's rubber-chemicals and specialty-chemicals heritage.

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8. 1954Entry into specialty chemicals

   Crompton & Knowles began manufacturing specialty chemicals.

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9. 1900Crompton & Knowles Corporation incorporated

   The predecessor corporation was incorporated in Massachusetts.

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10. 1879Crompton and Knowles loom businesses merged

    Crompton Loom Works and Knowles Loom Works combined, creating an important predecessor in Chemtura's corporate lineage.

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A global business-to-business specialty chemicals supplier focused on performance additives, engineered materials, and intermediates for industrial manufacturing customers.

• Synthetic lubricants and greasesLubricants

  Chemtura's Industrial Performance Products segment supplied synthetic lubricants and greases for industrial and transportation-related applications. These products were sold primarily to manufacturers and formulators that incorporated them into finished lubricants or equipment-related products.

• Lubricant additives and synthetic base stocksChemical additives

  Chemtura marketed lubricant additives and synthetic base stocks used to modify performance characteristics of lubricants. The materials served industrial manufacturing and transportation customers and formed part of the company's petroleum-additives portfolio.

• UrethanesPerformance materials

  Urethanes were one of Chemtura's principal Industrial Performance Products businesses. They supplied industrial customers with polyurethane-related materials for applications in manufacturing, construction, transportation, and other sectors.

• Firemaster 550Flame retardants

  Firemaster 550 was a brominated flame-retardant product marketed for reducing flammability in polyurethane foam used in upholstered furniture. Its use and safety profile became subjects of investigative reporting, scientific debate, litigation, and regulatory controversy in California.

• Brominated performance productsFlame retardants and engineered chemicals

  Chemtura's Great Lakes Solutions business supplied brominated performance products, including flame retardants and fumigants, for industrial applications. The portfolio grew through Chemtura's acquisition of Great Lakes Chemical and later bromine-related assets from Solaris ChemTech.

• Organometallic specialtiesSpecialty chemicals

  Organometallic chemicals formed part of Chemtura's Industrial Engineered Products segment. They were supplied as specialized materials and intermediates to industrial customers requiring performance characteristics associated with organometallic chemistry.

• 2016Accept Lanxess acquisition offerM&A

  Chemtura's board evaluated an offer from Lanxess AG to acquire the company in an all-cash transaction.

  What changed. Chemtura accepted Lanxess's offer of $33.50 per share after unanimous approval by the boards of both companies.

  Aftermath. The transaction received U.S. antitrust clearance in December 2016 and shareholder approval in February 2017 before closing in April 2017.

  Offer price per share. $33.50 per share (Offer announced September 25, 2016)

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• 2014Sell Chemtura AgroSolutionsM&A

  Chemtura decided to exit its agricultural chemicals business as part of a broader portfolio-restructuring program.

  What changed. The company agreed to sell Chemtura AgroSolutions to Platform Specialty Products for cash and equity consideration.

  Aftermath. The sale closed on November 3, 2014, leaving Chemtura more focused on industrial performance and engineered products.

  Transaction consideration. Approximately $1 billion, comprising $950 million in cash and 2 million shares of Platform Specialty Products common stock (Agreement April 16, 2014; completed November 3, 2014)

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• 2013Divest antioxidant and consumer-products businessesStrategy

  Chemtura was reshaping its portfolio around industrial performance and engineered chemicals.

  What changed. It sold its antioxidant business to SK Blue Holdings and Addivant and its consumer-products business, including BioLab, to KIK Custom Products.

  Aftermath. The divestitures reduced Chemtura's exposure to consumer products and antioxidants while concentrating the company on industrial markets.

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• 2012Purchase Solaris bromine assetsM&A

  Chemtura aimed to expand its bromine and bromine-chemicals manufacturing and distribution capabilities.

  What changed. The company agreed to purchase selected assets from Solaris ChemTech Industries and Avantha Holdings.

  Aftermath. The transaction broadened Chemtura's bromine-related industrial chemicals activities.

  Cash consideration. $142 million (Agreement announced September 26, 2012)

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• 2005Acquire Great Lakes Chemical CompanyM&A

  Crompton sought to combine its specialty-chemicals activities with Great Lakes Chemical's bromine and engineered-products businesses.

  What changed. The acquisition created Chemtura Corporation, while Great Lakes Chemical continued as a subsidiary.

  Aftermath. The transaction established brominated performance products and related engineered chemicals as a major part of Chemtura's portfolio.

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• 2014Challenge to revised California fire-safety standardControversy

  Chemtura filed another lawsuit alleging that the responsible California agency had not complied with its legal mandate because the revised standard did not address open-flame ignition risks in the manner the company considered necessary.

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• 2013Lawsuit over California furniture flammability rulesControversy

  Chemtura sued California in an effort to prevent the withdrawal of older upholstered-furniture flammability standards, arguing that the proposed regulatory change could cause irreparable harm to the company.

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• 2012Firemaster 550 health and exposure controversyControversy

  Investigative reporting and cited research raised concerns about the potential release, environmental persistence, human exposure, and health effects of Firemaster 550 and related flame-retardant chemicals used in upholstered furniture.

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• 2017Lanxess completed acquisition of Chemtura

  Lanxess completed its acquisition of Chemtura on April 21, 2017, ending Chemtura's existence as an independent company.

  M&A
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• 2016Chemtura accepted Lanxess acquisition offer

  Chemtura accepted Lanxess AG's all-cash offer of $33.50 per share. The transaction received antitrust clearance and shareholder approval before closing.

  M&A
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• 2014Chemtura completed the sale of Chemtura AgroSolutions

  Chemtura sold its agricultural chemicals business to Platform Specialty Products for approximately $1 billion in cash and equity consideration.

  M&A
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• 2013Chemtura sold its antioxidant business

  Chemtura completed the sale of its antioxidant business to SK Blue Holdings and Addivant, receiving cash and preferred stock while transferring certain liabilities.

  M&A
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• 2013Chemtura sold its consumer-products business to KIK Custom Products

  The transaction included BioLab and dedicated manufacturing facilities in the United States and South Africa.

  M&A
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• 2012Chemtura acquired bromine and bromine-chemical assets from Solaris ChemTech

  The company agreed to acquire selected manufacturing and distribution assets from Solaris ChemTech Industries and its parent, Avantha Holdings, for cash consideration of $142 million plus assumed liabilities.

  M&A
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• 2009Chemtura entered debtor-in-possession proceedings

  Chemtura operated under the protection of the United States Bankruptcy Court for the Southern District of New York from March 10, 2009, until November 10, 2010.

  Bankruptcy
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1. Chemtura