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Eastman Chemical (EMN-N) said it would buy specialty chemical maker Solutia Inc. (SOA-N) for about $3.38 billion US in cash and stock to expand in Asia Pacific.
Solutia stockholders would receive $22.00 in cash and 0.12 shares of Eastman for each share held.
The per-share value of $27.65 is a 42 percent premium to Solutia's Thursday close of $19.51 on the New York Stock Exchange.
Including debt, the deal is valued at about $4.7 billion, Eastman said.
The deal, which is expected to add to earnings immediately, will close in mid-2012.
Eastman expects the deal to help it save about $100 million annually by the end of 2013.
The company will finance the deal with cash on hand and debt.
Eastman Chemical was formed in 1994, when Eastman Kodak spun off its chemicals business to help pay down debt. While Eastman Chemical has grown steadily, Kodak filed for bankruptcy earlier this month.
Citi and Barclays Capital are acting as financial advisers to Eastman, while Deutsche Bank Securities and Moelis & Co LLC advised Solutia.