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Nalco files for $800M IPO
by Vyvyan Tenorio
Updated 05:34 PM EST, Aug-27-2004

 

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Just nine months after the $4.3 billion leveraged buyout of specialty chemicals maker Nalco Co., buyout sponsors Apollo Management LP, Blackstone Group and Goldman Sachs Capital Partners are planning to take it public.

Naperville, Ill.- based Nalco, formerly known as Ondeo Nalco Co., which makes water treatment and process chemicals for a range of industries, said Thursday, Aug. 26, it plans to raise about $800 million in an initial public offering on the New York Stock Exchange.

The preliminary prospectus says the proceeds will be used to pay a dividend to Nalco's parent, Nalco LLC, and to pay down debt and for general corporate purposes. The prospectus indicates that the sponsors will not sell shares in the IPO, but they will receive the unquantified dividend to be paid to Nalco LLC.

They have already recouped $445.7 million — nearly half of the equity they invested — through a cash dividend in January.

Nalco is the latest in a string of attempts this year by private equity firms to take portfolio companies public while the ink on the LBO was still wet. Warburg Pincus LLC, for instance, announced plans to take its Polypore International Inc. public, and Thomas H. Lee Partners LP has moved to hold an IPO of THL Bedding Holding Co., parent of mattress maker Simmons, which Lee bought earlier this year. But both offerings were postponed this summer due to market conditions.

Nalco's offering will be underwritten by Citigroup Inc., Goldman, Sachs & Co., J.P. Morgan Chase & Co. and UBS Investment Bank. The issuer's law firm is Simpson Thacher & Bartlett LLP, while Sullivan & Cromwell LLP is representing the underwriters.

The filing did not provide details on the number of shares to be sold or their price.

The private equity houses acquired Nalco from French utilities group Suez SA in November 2003 at a rich price, equivalent to about 8.2 times Ebitda. They infused about $1 billion of equity. Apollo and Blackstone each invested $369.1 million for common shares, giving them a combined 74% of Nalco's equity. Goldman paid $253.7 million for about 25%, while Nalco chairman and CEO William Joyce contributed $10 million.

Executives from the firms did not return calls for comments at press time.

The company remains highly leveraged, with a total consolidated debt of $3.47 billion on an adjusted basis, according to the Securities and Exchange Commission filing.

Nalco had revenue of $2.8 billion in 2003. After posting net income losses for three consecutive years, it posted net income in the second quarter of $12.4 million, up from a year-earlier loss of $212.1 million, which included a $244.4 million goodwill impairment charge. It booked $184.2 million of Ebitda last year.

Specialty chemicals companies have been favored by private equity firms for their strong, steady cash flows and the potential for consolidation.

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