Wendel : Stahl completes acquisition of the BASF leather chemicals assets

P R E S S R E L E A S E , O c t o b e r 2 , 2 0 1 7

Stahl completes acquisition of the BASF leather chemicals assets

Wendel today announces that the acquisition of BASF's Leather Chemicals assets by Stahl has been completed.

The transaction includes the leather chemicals production site of L'Hospitalet in Spain in addition to mid-term and long- term supply agreements under which BASF will supply significant volumes of leather chemicals products to Stahl from its current manufacturing facilities that will not be carved-out. Around 210 positions globally have been transferred to Stahl.

In exchange for the sale of its assets to Stahl, BASF received 16% of the equity of Stahl and a cash consideration of

c. €111m million, significantly less than the 150M€ announced at signing as a result of closing adjustments1(incl. net debt and working capital). Wendel remains the principal shareholder of Stahl, with c.63% of the group's capital, alongside Clariant, BASF and other minority shareholders2.

The transaction has been financed by a mix of cash and debt. Stahl has put in place an additional credit line of €100m with its current pool of lenders, with a similar maturity as the existing lines. At closing, the net debt represented c. 2.7x LTM pro forma EBITDA, thus preserving Stahl flexibility to continue growing and developing.

With this acquisition, Stahl will strengthen its product portfolio, increase its innovation power and will have total combined sales between €870 and €890 million and an EBITDA between €200 and 210 million (estimated pro forma 2017). Stahl also expects to generate synergies at the EBITDA level, to be deployed over the 24 months following the closing of the transaction.

11/30/2017

03/22/2018

05/17/2018

09/06/2018

1 Subject to final post-closing adjustments

2 Including management

1/2

11/29/2018

Wendel is one of Europe's leading listed investment firms. The Group invests in Europe, North America and Africa in companies that are leaders in their field, such as Bureau Veritas, Saint-Gobain, Cromology, Stahl, IHS, Constantia Flexibles and Allied Universal. Wendel plays an active role as industry shareholder in these companies. It implements long-term development strategies, which involve boosting growth and margins of companies so as to enhance their leading market positions. Through Oranje-Nassau Développement, which brings together opportunities for investment in growth, diversification and innovation, Wendel is also a shareholder of exceet in Germany, Mecatherm in France, Nippon Oil Pump in Japan, Saham Group, SGI Africa and Tsebo in Africa, and CSP Technologies in the United States.

Wendel is listed on Eurolist by Euronext Paris.

Standard & Poor's ratings: Long-term: BBB-, stable outlook -Short-term: A-3 since July 7, 2014. Wendel is the Founding Sponsor of Centre Pompidou-Metz. In recognition of its long-term patronage of the arts, Wendel received the distinction of "Grand Mécène de la Culture" in 2012.

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Caroline Decaux: +33 1 42 85 91 27 Elisa Muntean: +33 1 42 85 63 67

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