Solvay publishes comprehensive documents in relation to the two future companies

Solvay publishes comprehensive documents in relation to the two future companies

Brussels, Belgium  – June 30, 2023 (8.00am CEST) – Today, Solvay published two comprehensive documents that provide additional information, including historical financial information, related to the planned separation of Solvay into two independent companies.

Specialty Holdco Belgium (“SpecialtyCo”, to be renamed “Syensqo” prior to completion of the partial demerger from Solvay SA - SOLB), published its registration document which was approved by the Belgian Financial Services and Market Authority (the “FSMA”) on June 29, 2023.  

Solvay SA also published an information document covering the remaining EssentialCo (which will keep the Solvay name). Both documents are available on Solvay’s website using the respective links below.

“These publications mark another important milestone in executing our plan to separate into two strong, stand-alone companies, each well-positioned to pursue its own strategic focus and priorities. The project remains on track to complete the separation in December,”said Ilham Kadri, Solvay CEO.

Disclaimer

The contemplated separation of Solvay is subject to general market conditions and customary closing conditions, including final approval by the Board of Directors of Solvay SA (the “Company”), consent of certain financing providers and shareholder approval at an extraordinary general meeting, and is expected to be completed in December 2023. There can be no assurance, however, regarding the ultimate timing of the separation or that the separation will actually be completed. The Company will keep the market informed if and when appropriate.

This press release is for informational purposes only and is not intended to, and does not, constitute an offer or invitation to sell or solicitation of an offer to subscribe for or buy, or an invitation to purchase or subscribe for, any securities of the Company or Specialty Holdco Belgium SRL (“SpecialtyCo”), any part of the business or assets described herein, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the transactions described herein or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. This press release should not be construed in any manner as a recommendation to any reader thereof.

This press release is not a prospectus or other offering document for the purposes of Regulation (EU) 2017/1129 of June 14, 2017 (as amended, the “Prospectus Regulation”), and the allocation of shares of SpecialtyCo to the Company’s shareholders as part of the contemplated partial demerger of the Company is expected to be carried out in circumstances that do not constitute an “offer of securities to the public” within the meaning of the Prospectus Regulation. SpecialtyCo has prepared a registration document, which will become a constituent part of SpecialtyCo’s prospectus for purposes of the admission to trading of SpecialtyCo’s shares on the regulated markets of Euronext in Brussels and Paris in connection with the contemplated partial demerger of the Company. The registration document is available to investors at no cost on Solvay’s website () and SpecialtyCo’s website () and at the registered office of SpecialtyCo, at Rue de Ransbeek 310, 1120 Brussels, Belgium. The approval of the registration document by the FSMA should not be understood as an endorsement of the shares of SpecialtyCo to be admitted to trading on the aforementioned regulated markets.

The distribution of this press release may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes, should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This press release is directed solely to persons in the United Kingdom who (i) have professional experience in matters relating to  investments, such persons falling within the definition of “investment professionals” in Article 19(5) of the FSMA (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) or (ii) are persons falling within Article 49(2)(a) to (d) of the Financial Promotion Order or other persons to whom it may lawfully be communicated or caused to be communicated, (all such persons together being referred to as “relevant persons”). This press release is directed only to relevant persons and must not be acted on or relied on by persons who are not relevant persons.