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Solvay Finance- Tender Offer - Launch

SOLVAY FINANCE ANNOUNCES TENDER OFFER TO PURCHASE

04 AUGUST 2023


Full announcement including disclaimers and offer restrictions available via Luxse


Solvay Finance (the "Offeror") has today launched an invitation to holders of its outstanding €500,000,000 Undated Deeply Subordinated Fixed to Reset Rate Perp-NC8.5 Bonds irrevocably guaranteed on a subordinated basis by Solvay SA (ISIN: XS1323897725) (the "Bonds") to tender any and all of such Bonds for purchase by the Offeror for cash subject to the satisfaction (or waiver) of the Implementation Condition (as defined below) (such invitation, the “Offer”). The Offer is being made on the terms and subject to the conditions contained in the tender offer memorandum dated 4 August 2023 (the "Tender Offer Memorandum") and is subject to the offer restrictions set out below and as more fully described in the Tender Offer Memorandum.

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Summary of the Offer



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Rationale


Solvay SA intends to separate the legal entities, assets and liabilities of the Solvay group into two independent publicly traded companies, being:


(i) (“EssentialCo”), comprising the mono-technology businesses in Solvay SA’s Chemicals segment, including Soda Ash, Peroxides, Silica and Coatis, and Special Chem (the “Essential Businesses”); and


(ii) (“SpecialtyCo”), comprising Solvay SA’s Materials segment, including its Specialty Polymers and Composite Materials business, its four growth platforms and the majority of Solvay SA’s Solutions segment, including Novecare, Technology Solutions, Aroma Performance and Oil & Gas Solutions (the “Specialty Businesses”).


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