Solstice Advanced Materials (SOLS) M&A announcement summary

Deal rationale and strategic fit

• Creates a global advanced materials leader with $6.8B in 2025 net sales and $1.7B adjusted EBITDA, combining complementary portfolios in electronics, refrigerants, nuclear, and advanced packaging, with a focus on high-growth markets like AI, data centers, and health outcomes.

• Establishes an unmatched electronic materials platform spanning semiconductor fabrication, packaging, assembly, and thermal management, enhancing value for customers and enabling co-innovation.

• Positions the combined company to address generational demand for advanced packaging and thermal solutions driven by AI and high-performance computing trends.

• Accelerates financial growth, innovation, and customer solutions through scale, technology, and talent, with a customer-centric, innovation-driven culture and leadership continuity.

• Aligns with strategic pillars including advanced computing, environmental evolution, and personal safety, broadening the role across AI infrastructure and nuclear fuel cycle support.

Financial terms and conditions

• Solstice to acquire Element Solutions in a cash and stock deal valued at approximately $14.5B including net debt; Element shareholders receive $10 in cash plus 0.5 Solstice shares per Element share, implying a 15% premium over Element's July 2, 2026 closing price and ownership of about 44% of the combined company.

• Funded through a mix of Solstice equity, $4.7B in bridge financing from Goldman Sachs to be replaced with permanent debt, and cash on hand; expected net leverage of 3.5x at close, targeting below 3x within 18 months.

• Transaction expected to close in H1 2027, subject to shareholder and regulatory approvals.

Synergies and expected cost savings

• Over $180M in annual run-rate synergies expected within three years, including $100M from operational integration, $25M from supply chain, $20M from footprint optimization, and $35M from other initiatives.

• Revenue synergies anticipated from cross-selling, co-optimization in advanced packaging, and integrated thermal management solutions.