SWM and Neenah Agree to Equal Merger – Nonwovens Industry Magazine

Schweitzer-Mauduit International, Inc. (SWM International) and Neenah, Inc., two leading global specialty materials manufacturers, have entered into a definitive merger agreement in an all-stock merger of equals with combined revenues of approximately $3 billion, expanded scale and accelerated growth capabilities and opportunities.

This transaction brings together two organizations with highly complementary technologies, geographies and product portfolios in specialty materials. The combined company will capitalize on powerful megatrends with strong positions in major growing categories including filtration, healthcare and wellness, protective and adhesive solutions, industrial solutions, and specialty packaging and papers. .

Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, Neenah shareholders will receive 1,358 shares of SWM common stock for each share of Neenah common stock held. Following the closing of the transaction, SWM shareholders will own approximately 58% of the combined company, while Neenah shareholders will own approximately 42%.

“I am proud of the work our team has done to successfully expand and grow our global portfolio over the past few years, adding core capabilities and scale to better serve our customers. This merger is an exciting next step in our journey and one that will deliver significant shareholder value,” said Dr. Jeff Kramer, CEO of SWM. “SWM has earned a reputation as a provider of essential solutions. Partnering with Neenah continues our strategic intent to solve our customers’ most complex design challenges. We are excited about the many benefits of this merger, including the significant expansion of customer base, product lines and technical expertise. At the same time, the combination of Neenah and SWM’s talented teams, cultures and well-managed operations will strengthen our position as a world-class leader in our end markets, poised to deliver long-term growth and attractive returns. We look forward to working with the Neenah team to unlock the tremendous value of this compelling combination for all stakeholders. »

“This combination is a unique opportunity to accelerate our growth strategy and continue the transformation of our business, creating a global leader in specialty materials with strong and defensible positions in attractive end markets,” said Julie Schertell, President and CEO of Neenah. “The merger of our two companies strengthens our ability to grow and meet our customers’ needs for demanding and innovative products that meet global challenges such as the need for clean water and air, alternative sustainability and improved health and well-being. The synergy potential of this transaction is significant and the all-stock structure allows shareholders of both companies to participate in the substantial value creation and future growth opportunities of the combined company. SWM has a talented team that shares our values, with a focus on employee safety, innovation and customer intimacy. We look forward to realizing the potential of this transaction by capitalizing on our combined capabilities and strengths. »

The combined company will retain its headquarters in Alpharetta, Georgia, and will be led by a proven management team that reflects the strengths and capabilities of both organizations. Upon closing, Schertell will assume the position of President and Chief Executive Officer. Kramer will serve as a strategic advisor for the combined company. A new name for the combined company will be chosen as part of the merger.
The new board will consist of nine directors, five of whom will come from the SWM board and four will come from the Neenah board, including Schertell. John D. Rogers, non-executive chairman of the board of directors of SWM, will serve as non-executive chairman of the board of directors of the combined company.

The merger is expected to close in the second half of 2022, subject to Neenah and SWM