FINLAND –
Metso Minerals of Helsinki and
Outotec of Espoo have announced plans to combine their companies to create an industry leader in equipment and processing for the mineral processing industry. (Metso Flow Control will become an independent company under the name
Neles.)
The combined company will be named
Metso Outotec.
The combination of Metso Minerals and Outotec is highly complementary and will create a unique company in the industry. Metso Outotec will leverage the strengths of both companies, including technology and R&D, product and process excellence, scale and global service offering footprint. The two companies had combined 2018 sales of about $6 billion.
The Metso Minerals and Outotec will deliver significant benefits to all stakeholders. They expect to achieve run-rate annual pre-tax cost synergies of at least $147 million, and run-rate annual revenue synergies of at least $221 million, delivering significant value for shareholders
Metso Outotec will benefit from strong free cash flow and a solid capital structure and will aim for an investment grade credit rating in line with the current Metso rating.
The recently announced acquisition of McCloskey by Metso is expected to complement the business profile of Metso Outotec, expanding and strengthening the aggregates business.
The combination will be implemented through a partial demerger of Metso, in which all assets and liabilities of Metso that relate to Metso Minerals will transfer to Outotec in exchange for newly issued shares in Outotec to be delivered to Metso shareholders. Outotec shareholders will continue to own their shares in Outotec.
Upon completion, Metso shareholders will receive 4.3 newly issued shares in Outotec for each share owned in Metso on the record date. This implies Metso shareholders would own approximately 78% of the shares and votes of Metso Outotec, and Outotec shareholders would own approximately 22% of the shares and votes of Metso Outotec. In addition, Metso shareholders will retain their current shares in Metso, which will be renamed Neles.
The current CEO of Metso, Pekka Vauramo, will become Metso Outotec’s CEO, and the current CEO of Outotec, Markku Teräsvasara, will become the deputy CEO of Metso Outotec. Eeva Sipilä will become the CFO and deputy CEO of Metso Outotec.
The board of Metso Outotec will include board members from both companies. It is proposed that Metso Outotec’s chairman will be Mikael Lilius and that the vice chairman will be Matti Alahuhta.
Metso Outotec’s headquarters will be in Helsinki, and it will maintain its listing on Nasdaq Helsinki. Completion of the deal is expected in the second quarter of 2020, subject to
At press time the new company did not yet have a website. Please visit
www.Outotec.com to listen to either of two audio casts concerning the merger.
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