The worldwide chemical and specialty materials firm Celanese Corporation and Mitsui & Co, Ltd. announced the signing of a legally binding agreement to establish the food ingredients joint venture Nutrinova. Celanese will provide the resources, personnel, and expertise from its Food Ingredients division to the new venture while keeping a 30% ownership position.
Mitsui will buy the remaining 70% of the equity for $472.5 million, which equates to an enterprise valuation of roughly 15 times 2022 EBITDA. Subject to regulatory approvals, the parties anticipate consummating the deal in the second half of 2023.
The long-term strategic cooperation that already exists between the two businesses is built upon through the Nutrinova joint venture. The agreement combines Mitsui's long-standing strengths across the food value chain in Asia and other regions with the technology, product range, and backward integration of the Celanese Food Ingredients business.
Additionally, in accordance with a long-term supply agreement, Celanese will keep providing all of the acetyls raw material requirements of the Nutrinova JV.
Celanese can continue the advantages of integration with the Acetyl Chain and monetize the majority of that business in a value-adding manner thanks to the creation of the Nutrinova JV. A significant milestone in the company's deleveraging strategy, an estimated net cash proceeds of about $450 million will be completely used to pay down debt after taking closing charges and transaction costs into account.
A prominent manufacturer of acesulfame potassium sweetener, sorbic acid, and potassium sorbate preservatives is Celanese Food Ingredients. The high-intensity, zero-calorie sweetener Sunett Ace-K was developed by Celanese, which is also the only manufacturer in the West. On a pro-forma basis, the Food Ingredients division earned net sales in 2022 of about $170 million.
BofA Securities serves as Celanese's financial advisor, and Shearman & Sterling LLP serves as its legal counsel.