Solstice Advanced Materials has walked away from its proposed acquisition of Element Solutions, opting instead to double down on its standalone growth strategy and return up to $500 million to shareholders through a new stock repurchase program.
Solstice and Element Solutions Inc. have mutually agreed to terminate their previously announced merger agreement, with neither company required to pay a termination fee.
The decision follows discussions with shareholders and between the two companies’ boards. Solstice said its board unanimously concluded that ending the deal was in the best interests of shareholders, employees and customers.
Rajeev Gautam, Chairman of the Solstice Board of Directors said, “Following conversations with our shareholders and discussions between the parties, both Boards unanimously believe that it is in the best interests of our respective shareholders, employees and customers to terminate the merger agreement.
"We value the feedback received from shareholders in connection with the Element agreement, including their excitement about Solstice’s strategy and growth trajectory as an independent company. The Board is confident that Solstice’s strategic plan and leadership team will deliver substantial value for Solstice shareholders.”
The company is now signaling that it intends to pursue that strategy independently, backed by what it describes as strong cash flow, a solid balance sheet and exposure to fast-growing markets.
“While we viewed the Element acquisition as an opportunity to accelerate our strategy, we have great confidence in our strategic plan and respect our shareholders’ views,” said David Sewell, President and Chief Executive Officer of Solstice.
“As demonstrated by our reported results and recently increased guidance, which we are reaffirming today, the Solstice team is executing well and with discipline across our operations. Solstice benefits from highly differentiated technology and a business aligned with powerful secular growth trends driven by AI, data centers, nuclear energy, thermal management and semiconductor manufacturing.”
Sewell added that the company has the financial flexibility to invest for growth while returning capital to investors.
“Our cash flows and balance sheet are strong, enabling both investments in our many organic growth opportunities and meaningful capital returns. We move ahead from a position of strength and with deep conviction in our team, our strategy and the significant value we can deliver for Solstice shareholders.”
Alongside the merger termination, Solstice’s board authorized the company to repurchase up to $500 million of its common stock.
The program marks Solstice’s first share repurchase authorization since becoming an independent publicly traded company following its 2025 spin-off of Honeywell International’s former Advanced Materials business.
Sewell added, “Our first share repurchase program underscores the Board and management team’s confidence in Solstice’s long-term strategy, growth prospects and ability to create value for shareholders, as well as our commitment to disciplined capital allocation and returning capital to shareholders.”