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Calgon Carbon Plans To Acquire The European Wood-Based Activated Carbon And Filter Aid Business Of Ceca, A SUBSIDIARY OF ARKEMA GROUP, IN A TRANSACTION VALUED AT €145.5 MILLION ($160.1 MILLION)

The following excerpt is from the company's SEC filing.

Creates more balanced global growth platform

Adds complementary wood-based activated carbon manufacturing

Extends geographical carbon reactivation capacity in Europe

Broadens product portfolio into adjacent filtration media technologies

Expands Company’s commercial market reach into new activated carbon end markets and geographies

Strengthens operations and position in Europe

PITTSBURGH, PA --(BUSINESS WIRE)-- April 14, 2016 – Calgon Carbon Corporation (NYSE: CCC) (Calgon Carbon, or the Company) announced today that it has made a binding offer to acquire the wood-based acti vated carbon, reactivation and mineral-based filtration media business of CECA (the Activated Carbon and Filter Aid Business, or the Business). The transaction is valued at €145.5 million ($160.1 million)

, which includes a cash purchase price of €137.7 million ($151.5 million)

, and the assumption of unfunded pension liabilities. The completion of this transaction is subject to various customary conditions and regulatory clearances, including prior consultations with certain of Arkema’s works council.

Calgon Carbon has entered into an agreement with certain subsidiaries of Arkema where it has made an irrevocable offer to purchase the assets and business, subject to the conditions stated above. Upon completion of the required labor group consultations, Calgon Carbon expects that these certain Arkema subsidiaries will enter into a definitive asset and stock purchase agreement with Calgon Carbon for the purchase of the Activated Carbon and Filter Aid Business.

“Leveraging our brand, franchise and global distribution network, this planned acquisition would create a more balanced and diverse global platform to enhance our opportunities for long-term profitable growth,” said Randy Dearth, Calgon Carbon’s Chairman, President and Chief Executive Officer.

“With its complementary wood-based activated carbon and reactivation services businesses, similar customer base and end markets, the Activated Carbon and Filter Aid Business is a natural fit for us,” Mr. Dearth continued. “Importantly, the acquisition would also advance our expansion into stated strategic areas of focus by extending our production capabilities into adjacent filtration media – diatomaceous earth and perlites; broadening our end markets to include the pharmaceutical industry; and giving us an immediate gateway into the activated carbon market in India, one of our targeted emerging geographies. Finally, it would significantly enhance our position in Europe where we have operations that have been solidly performing for many years.”

The Activated Carbon and Filter Aid Business

The Business has approximately 300 employees and primarily serves customers in Europe and Asia. It consists of six operating facilities located in France and Italy, including: one facility that manufactures steam activated, chemical activated, and higher-value-add washed wood-based carbons for food, industrial and pharmaceutical market customers; one granular activated carbon reactivation and services facility that primarily serves drinking water and wastewater market customers; two diatomaceous earth manufacturing facilities that provide mineral-based filtration media for beverage, food, and industrial market applications; one perlite...