PPG Industries recently announced that it has received a favorable private letter ruling from the U.S. Internal Revenue Service regarding the previously announced separation of its commodity chemicals business and subsequent merger of a newly formed company owning the commodity chemicals business (“Splitco”) with a subsidiary of Georgia Gulf Corporation. The receipt of the ruling is a closing condition of the transaction with Georgia Gulf and an important milestone in the completion of the transaction. As a result, PPG now intends to commence its exchange offer to split off its commodity chemicals business in the near term with the closing of the exchange offer and merger expected to occur in late January 2013. The terms of the exchange offer will be released upon commencement of the offer.
On July 19, 2012, PPG announced that it would form a new company by separating its commodity chemicals business through a spinoff or split-off, and then immediately merging the business with Georgia Gulf or a Georgia Gulf subsidiary in a Reverse Morris Trust transaction. Immediately following the merger, Splitco shareholders will own approximately 50.5 percent of Georgia Gulf, with existing Georgia Gulf shareholders owning approximately 49.5 percent of Georgia Gulf.