NEWS RELEASE
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ARCH CHEMICALS, INC.
501 Merritt 7
P.O. Box 5204
Norwalk, CT 06856
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Investor Contact: MARK E. FAFORD (203) 229-2654
Press Contact: DALE N. WALTER (203) 229-3033
ARCH CHEMICALS REACHES AGREEMENT TO SELL
MICROELECTRONIC MATERIALS BUSINESS TO FUJI PHOTO FILM
NORWALK, CT, October 25, 2004 -- Arch Chemicals, Inc. (NYSE: ARJ) announced
today that it has signed a definitive agreement to sell the majority of the
operations of its Microelectronic Materials business to Fuji Photo Film Co.,
Ltd. for approximately $160 million. The transaction, which is expected to
close by the end of the year, is subject to regulatory approvals and other
customary closing conditions.
The transaction includes the Company's microelectronics manufacturing
facilities and research and development facilities located in North America,
Europe and Asia, and its 49 percent ownership of FUJIFILM Arch Co., Ltd., the
Company's joint venture with Fuji Photo Film Co., Ltd. in Japan. These
facilities manufacture and supply a wide range of products -- including
photoresists, formulated products, polyimides and thin film systems -- to
semiconductor manufacturers and to flat panel display manufacturers throughout
the world. Arch will retain its 50 percent interest in Planar Solutions LLC,
the Company's joint venture with Wacker Chemical Corporation for the production
and sale of chemical mechanical planarization (CMP) slurries, the
microelectronics-dedicated manufacturing facility in Brandenburg, Kentucky and
the chemical management services business ("CMS"). The Company will pursue all
strategic options for its CMS business. Sales of the CMS business in 2003 were
approximately $10 million. The Company will continue to supply certain
products to the Microelectronic Materials business from its Brandenburg,
Kentucky facility.
Arch Chemicals' Chairman, President and CEO Michael Campbell said, "This
divestiture supports our strategy to focus our business portfolio and to
redeploy resources to pursue growth opportunities in our key growth platform,
Treatment Products. Fuji Photo Film is a premier, innovative global provider
of advanced technologies. We have enjoyed our successful 21-year strategic
alliance with them, and we know the business will be in very good hands. We
believe this transaction serves the best interests of all of our stakeholders -
- - our shareholders, customers and employees."
Mr. Campbell further commented, "Planar Solutions, a joint venture with Wacker
Chemical Corporation, is a leading supplier of high-end technology products for
the copper CMP slurry market. We remain excited about the profitable growth of
Planar and committed to our joint venture partner. Earlier this year, Planar
announced the opening of a second production facility in Mesa, Arizona. This
new facility will enable Planar to expand its product offerings and to enhance
our ability to meet customers' evolving needs," he added.
The Microelectronic Materials businesses to be sold had sales of approximately
$135 million in 2003, earnings before interest and taxes of $1.9 million
(including allocation of corporate charges), depreciation and amortization of
$11.6 million and capital spending of $2.9 million. Equity in earnings and
cash dividends from the Company's FUJIFILM Arch Co., Ltd. joint venture were
$6.1 million and $2.0 million, respectively, in 2003. The transaction sales
price is subject to a final post-closing working capital adjustment. The
estimated proceeds from the divestiture will be principally used to pay down
debt. The Boards of Directors of both companies have approved the agreement.
Headquartered in Norwalk, Connecticut, Arch Chemicals, Inc. is a global
specialty chemicals company with more than $1 billion in annual sales. Arch
and its subsidiaries have leadership positions in three business segments --
Treatment Products, Microelectronic Materials and Performance Products -- and
they serve leading customers in these markets with forward-looking solutions to
meet their chemical needs. Together with its subsidiaries, Arch has
approximately 3,300 employees and manufacturing and customer-support facilities
in North and South America, Europe, Asia and Africa. For more information,
visit Arch's Web site at www.archchemicals.com.
Fuji Photo Film is a leading global provider of imaging, information, and
document-related products and services. In the year ending March 31, 2004, it
had global revenues of more than $24 billion, and employs 73,164 people
worldwide. As a global company with a reputation for the highest quality and
reliability, Fuji Photo Film aims to make innovative use of the most advanced
technologies to meet the increasingly sophisticated needs of its customers
around the world. For further information, visit Fuji Photo Film's web site at
http://home.fujifilm.com.