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Element Solutions Inc SEC Filings

ESI NYSE

Welcome to our dedicated page for Element Solutions SEC filings (Ticker: ESI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Element Solutions Inc filings document the regulatory record of a specialty chemicals technology company with Electronics and Specialties operations. Recent 8-K reports furnish quarterly and annual operating results, GAAP and non-GAAP financial measures, guidance-related exhibits and material-event disclosures tied to capital structure and financing arrangements.

Proxy and annual-meeting filings cover board composition, director elections, executive compensation votes and other stockholder voting matters. The filings also record governance changes, common-stock voting results, material agreements and corporate disclosures relevant to Element Solutions' specialty chemicals businesses and public-company reporting obligations.

Rhea-AI Summary

Solstice Advanced Materials announced a definitive agreement to acquire Element Solutions, presenting a combined company profile with Net Sales $6.8B and Combined Adjusted EBITDA $1.7B (pro forma, illustrative). The communication frames the deal as creating an advanced materials platform and outlines a timetable: announcement July 2026, shareholder votes in Q3/Q4 2026, regulatory review and anticipated close in 1H 2027 (all subject to shareholder and regulatory approvals). The slides highlight strategic drivers—advanced packaging, thermal management, data‑center cooling, and nuclear services—patents (>8,300), geographic mix (U.S. 43%, ROW 43%, EMEA 14%) and expected synergies embedded in non‑GAAP Combined Adjusted EBITDA and margin estimates.

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Rhea-AI Summary

Solstice Advanced Materials announced a definitive agreement to acquire Element Solutions in a cash-and-stock transaction in which Element Solutions shareholders will receive $10 in cash plus 0.5 shares of Solstice common stock per Element share. The announcement values the transaction at approximately $14.5 billion including assumed net debt and implies Element shareholders will own ~44% of the combined company at closing. Management cited combined 2025 net sales of $6.8 billion, combined adjusted EBITDA of $1.7 billion, identified >$180 million of annual run-rate synergies expected within three years, and an expected combined adjusted EBITDA margin of ~26%. The deal is expected to close in the first half of 2027, subject to shareholder and regulatory approvals and customary conditions.

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Rhea-AI Summary

Element Solutions Inc. announced a definitive combination with Solstice Advanced Materials under which Element shareholders will receive $10 in cash plus 0.5 shares of Solstice common stock per Element share. The transaction implies an announcement value of approximately $14.5 billion and Element shareholders are expected to own about 44% of the combined company at closing.

The companies state combined 2025 net sales of $6.8 billion and combined adjusted EBITDA of $1.7 billion. Management expects more than $180 million of annual run-rate synergies within three years, an adjusted EBITDA margin near 26, and that the deal will be accretive to adjusted EPS in year one. The parties expect to close in the first half of 2027, subject to shareholder and regulatory approvals and customary conditions.

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Rhea-AI Summary

Solstice Advanced Materials announced an agreement to acquire Element Solutions. The companies say the combination will create an expanded advanced materials platform spanning electronics, thermal management, AI infrastructure and data-center applications. The transaction is expected to close in the first half of 2027, subject to stockholder and regulatory approvals and customary closing conditions.

Until closing, Solstice and Element Solutions will operate separately; there are no immediate changes to roles, reporting lines, compensation or day-to-day operations. Solstice intends to file a registration statement on Form S-4 and a joint proxy statement/prospectus with the SEC in connection with the transaction. David Sewell is identified as President and CEO of the combined company upon closing.

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Rhea-AI Summary

Solstice Advanced Materials Inc. announced an agreement to acquire Element Solutions Inc., aiming to create a larger global advanced materials platform that expands capabilities across electronics, thermal management, refrigerant application solutions and specialty materials. Subject to regulatory approvals and customary closing conditions, the companies expect the transaction to close in the first half of 2027. Until closing, Solstice and Element will operate independently under existing commercial terms and processes, with no immediate changes to customer contacts, contracts, product specifications, pricing, or operational integration.

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Rhea-AI Summary

Solstice Advanced Materials Inc. announced a definitive agreement to acquire Element Solutions Inc., combining their specialty chemicals and advanced materials businesses. The companies said there is no immediate change to customer relationships and that the transaction is subject to stockholder and regulatory approvals and other customary conditions. The companies stated the deal is expected to close in the first half of 2027 and that they will remain separate until closing. The communication describes targeted combined capabilities across electronics, thermal management, refrigerant solutions and other specialty applications and includes a lengthy forward-looking statements caution. Solstice intends to file a registration statement on Form S-4 and a joint proxy statement/prospectus for stockholder votes.

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Solstice Advanced Materials Inc. posted a LinkedIn communication on July 6, 2026 regarding the proposed transaction with Element Solutions Inc., providing cautionary forward-looking statements and describing planned SEC disclosures related to the merger.

The post states Solstice intends to file a Form S-4 containing a joint proxy statement/prospectus and urges stockholders to read those documents when available.

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Rhea-AI Summary

Solstice Advanced Materials Inc. provided employee communication regarding its proposed merger with Element Solutions Inc. The notice reiterates that the companies intend to file a Form S-4 and a combined Joint Proxy Statement/Prospectus and warns that forward-looking statements about timing, synergies, financial metrics and approvals involve substantial risks.

The communication lists typical closing risks and procedural steps including stockholder and regulatory approvals, potential financing considerations, dilution from share issuance, and possible litigation. Recipients are directed to review the Registration Statement and Joint Proxy Statement/Prospectus when filed and to consult the companies' SEC filings for detailed risk factors.

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Element Solutions Inc entered into a definitive Merger Agreement to be acquired by Solstice Advanced Materials. At the First Merger Effective Time, each share of Element Solutions common stock will convert into 0.500 shares of Solstice common stock plus $10.00 in cash per share, plus cash in lieu of fractional shares. The transactions are structured as two-step mergers intended to qualify as a Section 368(a) reorganization and are conditioned on, among other items, stockholder approvals, effectiveness of a Form S-4 registration statement, Nasdaq listing approval and expiration of HSR waiting periods. The agreement includes specified acceleration and conversion treatments for RSUs, PSUs and certain options and detailed termination fee provisions, including an Element Solutions termination fee of $376,000,000 and potential Solstice termination fees of $385,000,000 or $513,000,000 in specified circumstances.

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Rhea-AI Summary

Element Solutions Inc entered into a definitive Agreement and Plan of Merger with Solstice Advanced Materials Inc.. Element Solutions will be acquired in a cash-and-stock transaction intended to qualify as a tax-efficient reorganization, leaving it as a wholly owned subsidiary of Solstice.

For each share of Element Solutions common stock, stockholders are expected to receive 0.500 shares of Solstice common stock plus $10.00 in cash, plus cash in lieu of fractional Solstice shares. The deal has been unanimously approved by both boards but remains subject to stockholder approvals, regulatory clearances, effectiveness of a Form S-4 registration statement, and other customary closing conditions.

The Merger Agreement includes detailed treatment of Element Solutions equity awards, non-solicitation and matching rights, and multiple termination scenarios. Termination fees include a $376 million fee payable by Element Solutions in certain cases and fees of up to $513 million payable by Solstice in specific Honeywell-related circumstances.

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FAQ

How many Element Solutions (ESI) SEC filings are available on StockTitan?

StockTitan tracks 81 SEC filings for Element Solutions (ESI), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Element Solutions (ESI)?

The most recent SEC filing for Element Solutions (ESI) was filed on July 7, 2026.