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Published on 1/25/2008 in the Prospect News Special Situations Daily.

Hexion, Huntsman merger now set to close after May 3

By Lisa Kerner

Charlotte, N.C., Jan. 25 - Hexion Specialty Chemicals, Inc. exercised its right to extend the termination date by 90 days to July 4, from April 5, under its merger agreement with Huntsman Corp.

Both companies have agreed to allow additional time for the Federal Trade Commission to review the proposed merger between Hexion and Huntsman.

Huntsman and Hexion had each received a request for additional information, or second request, from the FTC.

Hexion chairman and chief executive officer Craig O. Morrison noted that the extension is not unusual in a transaction involving numerous global locations.

"This extension was clearly contemplated by the terms of the merger agreement that we entered into with Hexion last July," Huntsman president and chief executive officer Peter Huntsman said in a company news release.

"We continue to work diligently with Hexion and its advisors to secure the regulatory approvals that are necessary to close the transaction," Huntsman added.

The merger is not expected to close before May 3, according to a company news release.

Under the merger agreement, the $28 per share offer price is increased at the rate of 8% per annum if the merger occurs after April 5, 2008.

On July 12, 2007, Hexion, an affiliate of Apollo Management, LP, agreed to acquire Huntsman in an all-cash transaction valued at approximately $10.6 billion, including the assumption of debt. Huntsman shareholders approved the deal in October 2007.

Based in Columbus, Ohio, Hexion makes thermoset resins. Huntsman is a Salt Lake City manufacturer of differentiated chemicals and pigments.


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