Funded by Solutia, the acquisition has an aggregate equity purchase price of about $113m.
The transaction enables Solutia to have access of Southwall’s XIR technology, a key base material for the company’s V-Kool premium aftermarket window films.
In addition, the acquisition adds manufacturing capacity and capabilities to support the demand for high-tech films for the electronics market and positions Solutia to provide a broader range of product solutions.
Under the agreement, it is anticipated that a subsidiary of Solutia will commence a tender offer for all of the shares of Southwall common stock no later than 25 October 2011.
Southwall stockholders will receive $13.60 per share in cash for all outstanding shares of Southwall common stock tendered in the offer and accepted for payment by Solutia, representing a 45% premium to the closing price per share of Southwall common stock on 6 October 2011.
Following the successful completion of the tender offer and following the receipt of stockholder approval, if necessary, the agreement provides for Southwall to merge with a subsidiary of Solutia and become a subsidiary of Solutia.
Solutia chairman, president and CEO Jeffry Quinn said the transaction enhances the company’s advanced sputtering technology to provide advanced film solutions to the premium window film and electronics markets.
