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Get filing alertsOlin announces $12.5B all-stock merger of equals with Huntsman, targeting $400M+ synergies
Filed June 16, 2026 · Period ending June 16, 2026 · ~2 min read
Key Changes
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Olin and Huntsman enter definitive merger agreement with 0.5476 exchange ratio (Olin shares per Huntsman share), creating 54.5%/45.5% ownership split; combined company to be named OlinHuntsman Corporation with $12.5B 2025 revenue.
Item 7.01 verify on EDGAR → -
high
Companies identify $400M+ annual cost synergies: $300M+ within 3 years (roughly $75M each from purchasing/operations, $150M from SG&A), plus $100M+ raw material integration benefits starting 2031 and $125M cash tax benefits from NOLs.
Exhibit 99.1 view on EDGAR → -
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Ken Lane (Olin CEO) to lead combined company as CEO; Peter Huntsman (Huntsman Chairman/CEO) becomes non-executive Chairman; Phil Lister (Huntsman CFO) becomes CFO; 10-member board split equally between both companies.
Exhibit 99.1 view on EDGAR → -
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Transaction expected to close H1 2027, subject to shareholder approval from both Olin and Huntsman shareholders and regulatory clearance; both boards unanimously approved the merger.
Item 7.01 verify on EDGAR → -
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Combined company will have 4.6x net leverage at year-end 2025 (3.2x with full synergies), $2.3B liquidity, and 5.1% blended debt cost; capital allocation prioritizes near-term deleveraging while maintaining stable dividend.
Exhibit 99.2 view on EDGAR →
Summary
Olin has entered into a definitive all-stock merger of equals with Huntsman Corporation, creating a $12.5 billion North American chemicals company named OlinHuntsman Corporation. Huntsman shareholders will receive 0.5476 Olin shares for each Huntsman share, resulting in Olin shareholders owning 54.5% and Huntsman shareholders owning 45.5% of the combined entity.
The transaction, unanimously approved by both boards, is expected to close in the first half of 2027 pending shareholder and regulatory approvals. The strategic rationale centers on vertical integration: combining Olin's upstream electrochemical manufacturing and feedstock capabilities with Huntsman's downstream formulation expertise and advanced materials.
The companies have identified over $400 million in annual cost synergies, with $300 million expected within three years from purchasing integration, operations optimization, and SG&A savings, plus an additional $100 million in raw material integration benefits starting in 2031. The combined company also expects approximately $125 million in cash tax benefits from accelerating net operating losses. For Olin shareholders, the merger represents significant dilution (from 100% to 54.5% ownership) in exchange for scale, synergy realization, and vertical integration benefits. The combined company will have 4.6x net leverage at year-end 2025 (3.2x with full synergies implemented) and $2.3 billion in liquidity. Management will prioritize near-term deleveraging while maintaining a stable dividend policy. The execution risk is substantial: the transaction requires dual shareholder approvals, regulatory clearance, and successful integration of two large chemical manufacturers with different business models and cultures.
Section-by-Section Diff
Event · Exhibit 99.2
Olin and Huntsman announce all-stock merger of equals creating $12B+ North American chemicals leader with $400M+ cost synergies.
Added in current filing · view on EDGAR → · paraphrased
CHIEF EXECUTIVE OFFICER Kenneth Lane ... CHAIRMAN OF THE BOARD Peter Huntsman ... CHIEF FINANCIAL OFFICER Phil Lister ... CHIEF INTEGRATION OFFICER Todd Slater ... BOARD OF DIRECTORS 5 from existing Olin Board of Directors (including CEO) ... 5 from existing Huntsman Board of Directors (including Chairman) ... Company name: OlinHuntsman Corporation ... Corporate headquarters: The Woodlands, Texas
The combined company will be named OlinHuntsman Corporation and headquartered in The Woodlands, Texas. Kenneth Lane (current Olin CEO) will serve as CEO, Peter Huntsman (current Huntsman Chairman) as non-executive Chairman, Phil Lister (Huntsman CFO) as CFO, and Todd Slater (Olin CFO) as Chief Integration Officer. The Board will have 10 directors: 5 from each company.
Added in current filing · view on EDGAR → · paraphrased
Combined Company 2025 $12.5 ... 2025 Revenue ... 2025 EBITDA $1.3 ... Year-end 2025 net leverage of 4.6x (or 3.2x with full synergy implementation) on a combined company basis ... Combined liquidity of $2.3B ... Blended cost of debt of ~5.1% ... ~$400M per year on a combined basis to ensure safe and reliable operations
The combined company had pro forma 2025 revenue of $12.5B and EBITDA of $1.3B. Year-end 2025 net leverage was 4.6x on a combined basis (or 3.2x with full synergy implementation). Combined liquidity is $2.3B with a blended cost of debt around 5.1%. Annual maintenance capital is approximately $400M.
Added in current filing · view on EDGAR → · paraphrased
LEVERAGE • Prioritize near-term deleveraging • Prudent leverage through the cycle ... DIVIDEND Consistent, • Maintain stable dividend policy • Supported by resilient through-the-cycle cash flows of the combined company ... EXCESS CASH • Excess cash through the cycle prioritized for shareholder returns and high-return growth projects (organic and inorganic)
The combined company will prioritize near-term deleveraging while maintaining a stable dividend policy supported by resilient cash flows. Excess cash through the cycle will be allocated to shareholder returns and high-return growth projects, both organic and inorganic.
Event · Item 7.01 — Regulation FD Disclosure
Item 7.01 — Regulation FD Disclosure filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On June 16, 2026, Olin Corporation, a Virginia corporation (“Olin”), and Huntsman Corporation, a Delaware corporation (“Huntsman”), issued a joint press release to announce the proposed combination of Olin and Huntsman in an all-stock merger of equals transaction pursuant to an Agreement and Plan of Merger entered into on June 15, 2026.
Olin disclosed a proposed all-stock merger of equals with Huntsman Corporation. The merger agreement was signed June 15, 2026, and announced June 16, 2026. The transaction requires shareholder approval from both companies and regulatory clearance. The combined entity would unite two chemical manufacturers in a stock-for-stock exchange with no cash consideration.
Added in current filing · verify on EDGAR →
In connection with the proposed transaction, Olin and Huntsman intend to file relevant materials with the SEC, including, among other filings, an Olin registration statement on Form S-4 in connection with the proposed issuance of shares of Olin’s common stock pursuant to the proposed transaction, which Form S-4 will include a joint proxy statement/prospectus of Olin and Huntsman, which after the registration statement is declared effective by the SEC, will be mailed to shareholders of Olin and stockholders of Huntsman seeking their approval of their respective transaction-related proposals.
The merger requires approval from both Olin shareholders and Huntsman stockholders. The companies will file a joint proxy statement/prospectus on Form S-4 with the SEC, which will be mailed to shareholders for voting. The filing also notes the need for regulatory approvals from governmental entities, though specific regulatory hurdles are not detailed.
Added in current filing · verify on EDGAR →
Risks and uncertainties include, but are not limited to: (i) the risk that the proposed transaction may not achieve some or all of the anticipated benefits and that the proposed transaction may not be completed in a timely manner or at all; (ii) the failure to receive, on a timely basis or otherwise, the required approvals of the proposed transaction by Olin’s shareholders or Huntsman’s stockholders; (iii) the possibility that any or all of the various conditions to the consummation of the proposed transaction may not be satisfied or waived, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations or restrictions placed on such approvals); (iv) the possibility that competing offers or acquisition proposals may be made; (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement relating to the proposed transaction
The filing lists standard merger-related risks including potential failure to close, shareholder or regulatory rejection, competing offers, and deal termination. The disclosure also warns that the transaction could distract management, affect employee retention, and trigger stockholder litigation. These are typical cautionary statements for merger announcements but highlight execution uncertainty.
Event · Exhibit 99.1
Olin and Huntsman announce all-stock merger of equals creating $12+ billion chemicals company with $400+ million cost synergies.
Added in current filing · view on EDGAR →
Olin Corporation (NYSE: OLN) and Huntsman Corporation (NYSE: HUN) today announced that they have entered into a definitive agreement to combine in an all-stock merger of equals to create a leading North American chemicals company. The transaction is expected to generate significant value for shareholders of both companies, with more than $400 million in total identified cost synergies and integration benefits.
Olin has entered into a definitive merger agreement with Huntsman Corporation to combine in an all-stock transaction. The combined entity, to be renamed OlinHuntsman Corporation, will have approximately $12.5 billion in 2025 revenue. Huntsman shareholders will receive 0.5476 shares of Olin for each Huntsman share, resulting in Olin shareholders owning approximately 54.5% and Huntsman shareholders owning approximately 45.5% of the combined company. The companies expect to realize more than $400 million in cost synergies and integration benefits.
Added in current filing · view on EDGAR →
Upon closing of the transaction, current Olin President and Chief Executive Officer, Ken Lane, will serve as Chief Executive Officer of OlinHuntsman. Current Chairman, President and Chief Executive Officer of Huntsman, Peter Huntsman, will serve as non-executive Chairman of OlinHuntsman’s Board of Directors. Current Huntsman Executive Vice President and Chief Financial Officer, Phil Lister, will serve as the Chief Financial Officer of the combined company. OlinHuntsman’s Board of Directors will consist of ten members, with equal representation from Olin and Huntsman, including Peter Huntsman and Ken Lane.
Ken Lane (current Olin CEO) will serve as CEO of the combined company, while Peter Huntsman (current Huntsman Chairman, President and CEO) will serve as non-executive Chairman. Phil Lister (current Huntsman CFO) will be CFO of OlinHuntsman. The board will have ten members with equal representation from both companies. Todd Slater (current Olin CFO) will serve as Chief Integration Officer.
Added in current filing · view on EDGAR →
The vertical integration of Olin and Huntsman’s highly complementary upstream and downstream businesses brings together cost-advantaged North American assets and feedstocks with differentiated formulations and high-value advanced materials. From its global manufacturing platform, OlinHuntsman will deliver to diverse and growing end markets including automotive, construction and infrastructure, and industrial applications. OlinHuntsman will have a structurally lower cost position and an expanded ability to convert advantaged Electrochemical Units production into downstream materials, unlocking more opportunities to grow.
The merger combines Olin's upstream manufacturing and feedstock capabilities (including chlorine and caustic soda) with Huntsman's downstream products and formulation expertise. This vertical integration is expected to create a structurally lower cost position and expand the ability to convert Electrochemical Units production into downstream materials. The combined company will serve automotive, construction, infrastructure, and industrial end markets. Olin's Winchester ammunition business will continue as a key business within the combined company.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 8, 2026 · How we verify