3 – Acquisitions and divestitures

Acquisitions

On March 7, 2018, BASF closed the agreement to form BASF Toda America LLC (BTA), Iselin, New Jersey, for battery materials. BTA is a cooperative venture between BASF and Toda, and is majority owned and controlled by BASF. With the acquisition of the Battle Creek site in Michigan and the existing site in Elyria, Ohio, the new company took over production of high energy cathode active materials for e-mobility applications. The transaction strengthens the Catalysts division’s battery materials business.

Divestitures

On January 23, 2018, the Oil & Gas division sold shares in the Aguada Pichana Este concession in Argentina.

On January 31, 2018, BASF’s production site for styrene butadiene-based paper dispersions in Pischelsdorf, Austria, was sold to Synthomer Austria GmbH, a subsidiary of the British specialty chemicals manufacturer Synthomer plc. The styrene acrylic dispersions that were produced in Pischelsdorf were not included in the sale. They were bundled with the businesses in Ludwigshafen. The sale was made in connection with the concentration of paper dispersions production in Europe at the sites in Ludwigshafen, Germany, and Hamina, Finland, which is designed to strengthen the Dispersions & Pigments division.

Agreed transactions

On September 18, 2017, BASF signed an agreement with the Solvay group on the acquisition of Solvay’s global polyamide business. The European Commission launched an in-depth investigation into the proposed transaction on June 26, 2018, and is expected to reach a decision in the fourth quarter of 2018. The acquisition would complement BASF’s engineering plastics portfolio and expand the company’s position as a solutions provider for the transportation, construction and consumer goods industries as well as for other industrial applications. BASF plans to integrate the global polyamide business into the Performance Materials and Monomers divisions. The purchase price on a cash and debt-free basis and excluding other adjustments would be €1.6 billion.

On October 13, 2017, BASF announced that it had signed an agreement on the acquisition of significant parts of Bayer’s seed and non-selective herbicide businesses. The assets to be acquired include Bayer’s global glufosinate-ammonium business, commercialized under the Liberty®, Basta® and Finale® trademarks, as well as its seed businesses for key row crops in selected markets. The transaction also covers Bayer’s trait research and breeding capabilities for these crops. BASF will acquire the manufacturing sites for glufosinate-ammonium production and formulation in Germany, the United States and Canada, seed breeding facilities in the Americas and Europe as well as trait research facilities in the United States and Europe. On April 26, 2018, BASF and Bayer announced an agreement on the acquisition of additional businesses and assets by BASF, which Bayer had offered to divest in the context of its acquisition of Monsanto. The expanded scope includes Bayer’s entire vegetable seeds business, as well as seed treatment products. The transaction also includes the R&D platform for hybrid wheat and further businesses and research projects, strengthening BASF’s Crop Protection division. The all-cash purchase price amounts to a total of €7.6 billion, subject to certain adjustments at closing. The transactions remain subject to approval by individual relevant authorities. Closing is expected in August 2018.

On May 3, 2018, BASF and Solenis announced that they have signed an agreement on the combination of BASF’s paper wet-end and water chemicals business with Solenis. BASF will hold a 49% share of the combined entity, Solenis, headquartered in Wilmington, Delaware. 51% of the shares will be held by funds managed by Clayton, Dubilier & Rice. Closing is anticipated for the end of 2018 at the earliest, pending approval by the relevant authorities. The businesses are allocated to the Performance Chemicals division. The affected assets and liabilities have been reclassified to a disposal group.

Intended transactions

On December 7, 2017, BASF signed a letter of intent with the LetterOne group on the merger of their respective oil and gas businesses in a joint venture, which would operate under the name Wintershall DEA. The definitive transaction agreements are currently under negotiation. There is no assurance that BASF will enter into definitive transaction agreements with LetterOne or that the intended transaction will be consummated. Due to this uncertainty, BASF continues to report Oil & Gas as continuing operations.