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Crompton & Knowles and Witco to Merge

October 5, 2000
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Crompton & Knowles and Witco announced that their boards of directors have approved a definitive agreement for a tax-free, stock-for-stock merger of equals.

STAMFORD AND GREENWICH, Conn. — Crompton & Knowles Corp., and Witco Corp., two of the world’s leading producers of specialty chemicals, announced that their boards of directors have approved a definitive agreement for a tax-free, stock-for-stock merger of equals.

The combined company, to be named C&K Witco Corp., will be one of the world’s largest specialty chemical companies with a total capitalization of approximately $3.9 billion. C&K Witco will have about 10,000 employees and its headquarters will be in Connecticut. The company will focus on additives, polymers, processing equipment and specialty chemicals.

C&K Witco’s portfolio of businesses will have enhanced market position. The Additives business will have almost $1.3 billion in sales, including a broad range of products to improve performance of plastics, rubber and lubricants. The Specialty Chemicals business, including crop protection, silicones and industrial surfactants, will have sales of approximately $1.1 billion. The Polymers and Processing Equipment business will have almost $816 million in sales, including EPDM, urethanes and plastics-processing equipment.

The company anticipates net merger savings ramping up to approximately $60 million per year by the second full year of combined operations. These savings are expected to result from increased purchasing power, the elimination of duplicative corporate and administrative programs, and greater efficiencies in operations and business processes. C&K Witco will seek to minimize workforce effects of the merger through a combination of programs, including reduced hiring and attrition.

C&K Witco will be led by a management team with extensive experience in the specialty chemicals business. E. Gary Cook, currently chairman, president and chief executive officer of Witco, will serve as chairman of the board of C&K Witco, and Vincent A. Calarco, currently chairman, president and chief executive officer of Crompton & Knowles, will serve as president and chief executive officer. The board of directors will consist of a total of 14 members, seven from each of the boards of directors of Crompton & Knowles and Witco.

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