PolyOne Announces Pricing of Public Offering of Common Shares

CLEVELAND, Jan. 30, 2020 /PRNewswire/ -- PolyOne Corporation (NYSE: POL) today announced the pricing of an underwritten offering of 13,333,333 common shares at a public offering price of $33.75 per share. PolyOne has also granted the underwriters an option, exercisable for 30 days after the date of the final prospectus supplement, to purchase up to an additional 2,000,000 common shares at the public offering price less an underwriting discount. PolyOne expects to receive net proceeds of approximately $432.0 million (or approximately $496.8 million if the underwriters exercise, in full, their option to purchase additional shares), after deducting the underwriting discount, but before deducting estimated offering expenses. The offering is expected to close on February 4, 2020, subject to customary closing conditions.

PolyOne intends to use the net proceeds from the offering to finance, in part, its pending acquisitions of Clariant AG's global masterbatch business and Clariant Chemicals (India) Limited's masterbatch business (collectively, the "acquisitions"). The net proceeds will also fund, in part, the payment of expenses related to the acquisitions. In the case that either of the acquisitions is not consummated for any reason, and the other acquisition is consummated, PolyOne intends to use the net proceeds from the offering to finance, in part, the acquisition that is consummated, and any remaining proceeds for general corporate purposes. In the case that neither acquisition is consummated, PolyOne intends to use the net proceeds from the offering for general corporate purposes, including potential bolt-on acquisitions.

Morgan Stanley, Citigroup and Wells Fargo Securities are acting as joint book-running managers and Morgan Stanley and Citigroup are acting as representatives of the underwriters for the offering.  A registration statement relating to these securities has been filed with the Securities and Exchange Commission ("SEC") and is effective. The offering will be made only by means of the prospectus in that registration statement and the related prospectus supplement. You may access these documents for free by visiting the SEC's website at www.sec.gov. Alternatively, PolyOne, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the related prospectus supplement if you request it by contacting PolyOne at (440)-930-1000 or by contacting Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling (800) 831-9146 or Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 500 West 33rd Street, New York, New York, 10001, or by calling (800) 326-5897 or email a request to [email protected].

This news release does not constitute an offer to sell or the solicitation of an offer to buy PolyOne's common shares nor shall there be any sale of such common shares in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About PolyOne
PolyOne Corporation (NYSE: POL), with 2019 revenues of $2.9 billion, is a premier provider of specialized polymer materials, services and solutions. The company adds value to global customers and improves sustainability through formulating materials, such as:

• Barrier technologies that preserve the shelf-life and quality of food, beverages, medicine and other perishable goods through high-performance materials that require less plastic
• Light-weighting solutions that replace heavier traditional materials like metal, glass and wood, which can improve fuel efficiency in all modes of transportation
• Breakthrough technologies that minimize wastewater and improve the recyclability of materials and packaging across a spectrum of end uses

PolyOne employs approximately 5,600 associates and is certified ACC Responsible Care® and a founding member of the Alliance to End Plastic Waste.

Forward-looking Statements
In this press release, statements that are not reported financial results or other historical information are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events and are not guarantees of future performance. They are based on management's expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. They use words such as "will," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," and other words and terms of similar meaning in connection with any discussion of future operating or financial condition, performance and/or sales. Factors that could cause actual results to differ materially from those implied by these forward-looking statements include, but are not limited to: the finalization of the Company's financial statements for the year ended December 31, 2019; the time required to consummate the acquisitions; the satisfaction or waiver of conditions in the purchase agreements; any material adverse changes in Clariant's masterbatch business; the ability to obtain required regulatory or other third-party approvals and consents and otherwise consummate the acquisitions; our ability to achieve the strategic and other objectives relating to the acquisitions, including any expected synergies; our ability to successfully integrate Clariant's masterbatch business and achieve the expected results of the acquisitions, including, without limitation, the acquisitions being accretive; disruptions, uncertainty or volatility in the credit markets that could adversely impact the availability of credit already arranged and the availability and cost of credit in the future; the effect on foreign operations of currency fluctuations, tariffs and other political, economic and regulatory risks; changes in polymer consumption growth rates and laws and regulations regarding plastics in jurisdictions where we conduct business; changes in global industry capacity or in the rate at which anticipated changes in industry capacity come online; fluctuations in raw material prices, quality and supply, and in energy prices and supply; production outages or material costs associated with scheduled or unscheduled maintenance programs; unanticipated developments that could occur with respect to contingencies such as litigation and environmental matters; an inability to raise or sustain prices for products or services; an inability to achieve or delays in achieving or achievement of less than the anticipated financial benefit from initiatives related to acquisition and integration, working capital reductions, costs reductions and employee productivity goals; information systems failures and cyberattacks; and other factors affecting our business beyond our control, including, without limitation, changes in the general economy, changes in interest rates and changes in the rate of inflation. The above list of factors is not exhaustive.

SOURCE PolyOne Corporation

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