Solstice Advanced Materials Inc. (NASDAQ:SOLS) announced Monday that it will acquire Element Solutions Inc. (NYSE:ESI) in a cash-and-stock transaction valued at about $14.5 billion, including assumed net debt.
The deal expands Solstice’s presence in electronics, artificial intelligence infrastructure, and other fast-growing specialty materials markets.
On a combined basis, Solstice and Element would have full-year 2025 net sales of approximately $6.8 billion and an adjusted EBITDA margin of 26%, including run-rate synergies.
Solstice also expects the acquisition to boost sales growth and adjusted EPS in the first year after closing.
Deal Strengthens AI And Electronics Platform
The acquisition adds Element’s expertise in semiconductor fabrication, advanced packaging, and assembly. It also expands Solstice’s capabilities in thermal management and data center cooling for AI infrastructure.
“Overall, we believe the combined company will be very well-positioned to benefit from generational tailwinds in high-growth end markets,” Solstice President and CEO David Sewell said.
The transaction is expected to strengthen Solstice’s exposure to AI infrastructure by connecting its electronics, packaging, and thermal management capabilities with data center cooling and refrigerant application solutions.
Element Solutions CEO Ben Gliklich said, “Since Element’s founding in 2019, we have delivered a strategy balancing operational excellence and prudent capital allocation to cement our position in the fastest growing, highest value niches of our markets.”
“This transaction recognizes that achievement and brings together two great companies with shared attributes – strong market positions, attractive margins, deep technical know-how, and excellent people – to accelerate their combined growth.”
Transaction Terms
Under the agreement, Element shareholders will receive $10 in cash and 0.500 shares of Solstice common stock for each Element share. The offer values Element at about $50.10 per share, a premium of roughly 15% to its July 2 closing price. After the deal closes, Element shareholders will own about 44% of the combined company.
Solstice expects to achieve more than $180 million in annual net synergies by the third year after closing. Both companies’ boards unanimously approved the transaction. Solstice and Element expect to complete the transaction in the first half of 2027, subject to shareholder and regulatory approvals.
Solstice secured a fully committed $4.7 billion bridge financing from Goldman Sachs to fund the cash portion of the acquisition. The company plans to replace the bridge loan with permanent debt financing. It will use those proceeds, along with cash on its balance sheet, to complete the transaction. Solstice said it remains committed to maintaining a strong balance sheet and a disciplined capital structure.
As of March 31, 2026, the company had approximately $642 million in cash and cash equivalents.
Price Action: Solstice Advanced shares were down 14.53% at $68.53, and Element Solutions shares were down 2.84% at $42.40 at the time of publication on Monday, according to Benzinga Pro data.
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