Venator: A strong business, built for success

Subject to market conditions, Huntsman Corporation intends to spin-off its Pigment and Additives business during Q2 2017, which will be known as Venator Materials Corporation (Venator). Following its spin-off from Huntsman, Venator will be a leading global manufacturer and marketer of chemical products that improve the quality of life of consumers everywhere.

We operate 27 manufacturing facilities, have more than 4,500 associates and generated revenues of $2.1 billion in 2016. Our products include a broad range of pigments and additives that add color and vibrancy, protect and extend product life, and reduce energy consumption. Our key product lines include titanium dioxide pigments, color pigments, functional additives, timber treatment and water treatment products.

1. The what? Venator profile

Venator will be set up for success: our goal is to create a Huntsman-type company, focused on safe and reliable operations. Venator will be committed to continued value creation for its customers and stockholders by focusing on its competitive strengths, including the following:

  • Well-positioned to capitalize on market recovery and growth opportunities
  • Successful implementation of business transformation
  • Global producer with leading market positions
  • High degree of diversification across end markets, geographies and customers
  • Broad manufacturing network to enhance relationships with global customers
  • Product innovation and technical services to grow the business
  • Strong management team driving results

Financials

  Titanium Dioxide (TiO2) Performance Additives Venator
Revenue ($ bn)1 $1.5 $0.6 $2.1 (normalized: $2.6) (2)
Adj. EBITDA ($ mm)1 $16 $69 $85 (3) (normalized: $400) (2)

(1) 3Q16 LTM
(2) Primarily from TiO2 margin recovery
(3) Excludes corporate overhead

Regional Business Mix

Titanium Dioxide

Performance Additives

Venator

Sales by End Market

Titanium Dioxide

Performance Additives

Venator

Product Groups

Titanium Dioxide

  • Titanium Dioxide

Performance Additives

  • Iron Oxides
  • Barium Sulfate
  • Complex Inorganic Colored Pigments
  • Zinc Sulfide
  • Metal Carboxylate Driers
  • Timber Treatment Chemicals
  • Water Treatment Chemicals
 

2. The why? The rationale

The creation of Venator, from Huntsman Corporation, creates the following opportunities including:

  • Providing investors with a unique and high quality investment opportunity
  • Giving Venator more freedom to pursue its independent strategy
  • Enhancing focus and resource allocation to achieve strategic priorities and serve customers
  • Providing Venator with direct access to the capital markets and flexibility to pursue strategic alternatives
  • Improving ability to attract talent and align incentives with performance

3. The when? Tax-free spin-off process

On October 28, 2016, Huntsman’s subsidiary, temporarily named Huntsman Spin Corporation, now Venator Materials Corporation, filed an initial Form 10 registration statement with the U.S. Securities and Exchange Commission for the previously announced tax-free spin-off of the Pigments and Additives business. Subject to market conditions, we plan to separate this business from Huntsman in Q2 2017.

Q4 2016 - First half 2017 (Subject to market conditions)

4. The how? Highlights of preliminary form 10 filing

Venator Materials Corporation is a Delaware Corporation with its principle executive office in the Woodlands. Upon completion of the spin-off from Huntsman Corporation, Venator stock will trade on the NYSE under the ticker symbol ‘VNTR’.

The Form 10 includes a business overview, market information, company strengths and strategy, certain risk factors, its named executive officers and historical carve-out financial statements.

5. The who? A strong management team driving results

Venator will have a strong executive management team that combines deep industry experiences with proven leadership. Peter Huntsman, President and Chief Executive Officer of Huntsman Corporation, will serve as Venator’s Chairman. Simon Turner, who will be President and Chief Executive Officer of Venator, has been employed in the Pigments and Additives business for 27 years and his wealth of experience brings an immediate, demonstrated track record of success to Venator.

Kurt Ogden, who will be Senior Vice President and Chief Financial Officer, previously served as Huntsman’s Vice President, Investor Relations and Finance. Russ Stolle will be our Senior Vice President, General Counsel and Chief Compliance Officer, after serving as Huntsman’s Senior Vice President and Deputy General Counsel. Together Mr. Ogden and Mr. Stolle bring more than 45 years of experience in the chemical industry to Venator.

B Board of Directors E Executive Management

Peter R. Huntsman, 53
Chairman

B

Simon Turner, 53
President and Chief Executive Officer

B E

Kurt D. Ogden, 48
Senior Vice President and Chief Financial Officer

E

Russ R. Stolle, 54
Senior Vice President, General Counsel and Chief Compliance Officer

E