News | December 22, 1998

Rohm And Haas Buys Learonal

Rohm and Haas Co. (Philadelphia) has signed a definitive agreement to acquire LeaRonal, Inc. (Freeport, NY), a maker of specialty chemicals for the electronics industry. The acquisition will be made for approximately $460 million, or $34 a share. LeaRonal will be combined with Shipley Co., the cornerstone of Rohm and Haas's $400 million electronic materials business group.

In fiscal 1998, LeaRonal reported $242 million in sales. The company develops specialty chemical processes for manufacturing printed circuit boards, semiconductor packaging and electronic connector plating. LeaRonal also provides processes for metal-finishing applications. During the past five years, LeaRonal has reported average annual sales increases of 12% per year and earnings increases of 19% per year.

Under the merger agreement, Rohm and Haas will offer cash for all of the outstanding common shares of LeaRonal. Through a merger, Rohm and Haas will then acquire all shares not purchased in the tender offer.

"This is a wonderful marriage of complementary technologies, geographic presence and cultures that share a strong entrepreneurial spirit," says Rajiv Gupta, vice chairman elect of Rohm and Haas and leader of the electronic materials business group. "We are fortunate LeaRonal wants to join forces with us."

The boards of directors of both firms have approved the transaction. In addition, holders of approximately 30% of outstanding LeaRonal shares have agreed to tender their shares and have granted Rohm and Haas an option to purchase those shares.

"This is an excellent opportunity for LeaRonal because it will accelerate the growth of our patented technologies into new markets around the world," says Ronald Ostrow, president and CEO of LeaRonal.

The tender offer is contingent upon the tender of at least two-thirds of LeaRonal fully diluted shares and the receipt of normal regulatory approvals. The offer will expire in the second week of January 1999, unless it is extended or withdrawn.

Rohm and Haas is a Fortune 400 specialty chemical company with nearly $4 billion in annual sales. The company's specialty products are found in decorative and industrial paints, semiconductors, personal care products and water purification systems. Shipley Co. became wholly owned by Rohm and Haas in 1992. It has reported revenue growth at approximately 11% per year during the past five years.

For more information, call 215-592-3054 or 516-868-8800 ext. 202.