Olin and Mitsui Announce Blue Water Joint Venture

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Mar 31, 2022, 16:05 ET

CLAYTON, Mo., March 31, 2022 /PRNewswire/ -- Olin Corporation (NYSE: OLN) and Mitsui & Co., Ltd. (TSE: 8031) announced today a global strategic alliance to better serve customers. The companies have agreed to a memorandum of understanding to establish a joint venture that brings together Mitsui's top-notch global logistics, deep supplier and customer relationships, and breadth of product portfolio with Olin's scale, North American export capability, and production flexibility across the electrochemical unit (ECU) portfolio.

The joint venture will be an independent global buyer, supplier, and marketer of ECU-based derivatives, initially focused on globally traded (blue water) caustic soda and ethylene dichloride (EDC) with potential future expansion into other ECU derivatives and related products. By combining the complementary geographic and functional strengths of Olin and Mitsui, the joint venture will enable customers to benefit from greater security of supply, enhanced logistics reliability, increased access to global product liquidity, and network optimization to support the decarbonization agenda.

The parties expect to commence the joint venture later this year, subject to agreement of definitive terms and applicable regulatory approvals.

Scott Sutton, Chairman, President & CEO of Olin commented "Olin's 130-year history in ECUs and Mitsui's 70-year history in trading and logistics creates a natural partnership that will grow Olin's parlay activities and grow Mitsui's capacity to serve on a global scale. This innovative alliance will connect Olin's leading asset positions with global product liquidity to reliably meet growing demand in increasingly sustainable ways. Through this alliance, Olin is committed to delivering strategic, sustainable solutions across the value chain."

Takashi Furutani, Chief Operating Officer of Basic Materials Business Unit, Mitsui & Co., Ltd. said "It is an exciting challenge to establish a new joint venture which will operate independently from both parent companies and contribute to the sustainable development of the industry. The joint venture aims to bring value to the industry through optimizing and streamlining the sourcing, supplying, and marketing of ECU-based derivatives. The joint venture also intends to help accelerate the industrial decarbonization effort by enhancing its capabilities and network."

COMPANY DESCRIPTIONS

Olin Corporation is a leading vertically integrated global manufacturer and distributor of chemical products and a leading U.S. manufacturer of ammunition. The chemical products produced include chlorine and caustic soda, vinyls, epoxies, chlorinated organics, bleach, and hydrochloric acid. Winchester's principal manufacturing facilities produce and distribute sporting ammunition, law enforcement ammunition, reloading components, small caliber military ammunition and components, and industrial cartridges.

Mitsui & Co., Ltd. is multilaterally pursuing business that ranges from product sales, worldwide logistics and financing, through to the development of major international infrastructure and other projects in the following fields: Mineral & Metal Resources, Energy Infrastructure Projects, Mobility, Chemicals, Iron & Steel Products, Food, Food & Retail Management, Wellness, IT & Communication Business, Corporate Development Business, utilizing its global operating locations, network and information resources.

Visit www.olin.com and www.mitsui.com for more information.

FORWARD-LOOKING STATEMENTS

This communication includes forward-looking statements. These statements relate to analyses and other information that are based on management's beliefs, certain assumptions made by management, forecasts of future results, and current expectations, estimates and projections about the markets and economy in which we and our various segments operate. The statements contained in this communication that are not statements of historical fact may include forward-looking statements that involve a number of risks and uncertainties.

We have used the words "anticipate," "intend," "may," "expect," "believe," "should," "plan," "outlook," "project," "estimate," "forecast," "optimistic," "target," and variations of such words and similar expressions in this communication to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict and many of which are beyond our control. Therefore, actual outcomes and results may differ materially from those matters expressed or implied in such forward-looking statements. We undertake no obligation to update publicly any forward-looking statements, whether as a result of future events, new information or otherwise. The payment of cash dividends is subject to the discretion of our board of directors and will be determined in light of then-current conditions, including our earnings, our operations, our financial conditions, our capital requirements and other factors deemed relevant by our board of directors. In the future, our board of directors may change our dividend policy, including the frequency or amount of any dividend, in light of then-existing conditions.

The risks, uncertainties and assumptions involved in our forward-looking statements, many of which are discussed in more detail in our filings with the SEC, including without limitation the "Risk Factors" section of our Annual Report on Form 10-K for the year ended December 31, 2021, and our Quarterly Reports on Form 10-Q and other reports furnished or filed with the SEC, include, but are not limited to, the following:

Business, Industry and Operational Risks

sensitivity to economic, business and market conditions in the United States and overseas, including economic instability or a downturn in the sectors served by us;
declines in average selling prices for our products and the supply/demand balance for our products, including the impact of excess industry capacity or an imbalance in demand for our chlor alkali products;
unsuccessful execution of our strategic operating model, which prioritizes Electrochemical Unit (ECU) margins over sales volumes;
failure to control costs and inflation impacts or failure to achieve targeted cost reductions;
our reliance on a limited number of suppliers for specified feedstock and services and our reliance on third-party transportation;
higher-than-expected raw material, energy, transportation, and/or logistics costs;
the occurrence of unexpected manufacturing interruptions and outages, including those occurring as a result of labor disruptions, production hazards and weather-related events;
the failure or an interruption of our information technology systems;
failure to identify, attract, develop, retain and motivate qualified employees throughout the organization;
our inability to complete future acquisitions or successfully integrate them into our business;
our substantial amount of indebtedness and significant debt service obligations;
risks associated with our international sales and operations, including economic, political or regulatory changes;
the negative impact from the COVID-19 pandemic and the global response to the pandemic, including without limitation adverse impacts in complying with governmental mandates;
weak industry conditions affecting our ability to comply with the financial maintenance covenants in our senior credit facility;
adverse conditions in the credit and capital markets, limiting or preventing our ability to borrow or raise capital;
the effects of any declines in global equity markets on asset values and any declines in interest rates or other significant assumptions used to value the liabilities in, and funding of, our pension plans;
our long-range plan assumptions not being realized causing a non-cash impairment charge of long-lived assets;

Legal, Environmental and Regulatory Risks

changes in, or failure to comply with, legislation or government regulations or policies, including changes regarding our ability to manufacture or use certain products and changes within the international markets in which we operate;
new regulations or public policy changes regarding the transportation of hazardous chemicals and the security of chemical manufacturing facilities;
unexpected outcomes from legal or regulatory claims and proceedings;
costs and other expenditures in excess of those projected for environmental investigation and remediation or other legal proceedings;
various risks associated with our Lake City U.S. Army Ammunition Plant contract and performance under other governmental contracts; and
failure to effectively manage environmental, social and governance (ESG) issues and related regulations, including climate change and sustainability.

All of our forward-looking statements should be considered in light of these factors. In addition, other risks and uncertainties not presently known to us or that we consider immaterial could affect the accuracy of our forward-looking statements.

2022-07

SOURCE Olin Corporation