2 April 2009

Experince Growth

K+S acquires Morton Salt – Transaction creates global leader in salt

  • Excellent opportunity to grow global salt business of K+S
  • Transaction value of USD 1.675 billion
  • 100% cash consideration, fully underwritten
  • Closing expected mid year 2009
  • Transaction marks another milestone of K+S’ strategy towards balanced growth and enhanced profitability

K+S Aktiengesellschaft , one of the world's leading suppliers of speciality and standard fertilizers, plant care as well as salt products, announced today that it has come to an agreement with Rohm and Haas, a wholly owned subsidiary of The Dow Chemical Company to acquire Morton International, Inc. (Morton Salt), one of the leading producers of consumer, industrial and de-icing salt in North America. Closing for the transaction which values Morton Salt at an enterprise value of USD 1.675 billion is expected by mid year 2009 following receipt of the required approvals from antitrust authorities.

“Morton Salt is an excellent opportunity to grow our global salt business”, said Norbert Steiner, Chairman of the Board of Executive Directors of K+S. “It marks another milestone in our strategy towards balanced growth, enhances our profitability and as a result strengthens K+S Group overall, in Europe and Overseas. As one of the leading salt producers, Morton Salt offers us widespread, close-to-customer production sites in the U.S. and Canada and a nationwide distribution network. Through Morton Salt we gain access to new and less volatile de-icing regions. It extends and diversifies our geographic presence and enhances our positions in the North American consumer and industrial salt markets. “

The acquisition of Morton Salt will make K+S the North American and global leader in salt. In 2008, Morton Salt achieved revenues of USD 1.2 billion and EBITDA of USD 270 million. Morton Salt operates 6 rock salt mines, 7 solar evaporation facilities, 10 vacuum pan operations as well as 62 salt stockpiles and 61 distribution centers. Its annual salt production capacity amounts to 13.1 million tonnes. Founded in 1848, Morton Salt has 2,900 employees and is headquartered in Chicago.

The purchase price will be paid in cash. The financing is fully underwritten by Dresdner Kleinwort, Société Générale and Unicredit (HVB). While maintaining a strong and flexible balance sheet, the transaction is consistent with K+S’ acquisition criteria. The acquisition will be clearly EPS accretive from 2010 onwards. “Morton Salt is a profitable business with strong cash flow generation and provides us with operational synergy potential by leveraging the leading salt consumer brand (“The Morton Umbrella Girl”) to its existing product portfolio and by optimizing logistics between Chile, Brazil and North America”, said Norbert Steiner.

“Our business operations are highly complementary and we share a deep understanding of the salt business which will facilitate a smooth integration and deliver immediate benefits to employees, customers and shareholders. We look forward to working together with an excellent team to realize the growth opportunities that lay ahead”, he added.

K+S and Dow Chemical have carefully analyzed the business combination with respect to potential antitrust and other regulatory considerations and do not foresee any issues in this regard.

Note to editors

K+S will host a conference call for media tomorrow, 2 April 2009, at 11 am CEST (in German) and a conference call for analysts and investors tomorrow, 2 April 2009, at 3 pm CEST/ 9 am EST (in English). You may participate in both calls by using the following dial-in number: +49 (0) 40 37707 9033.

Norbert Steiner, Chairman of the Board of Executive Directors of K+S, will host both calls. In addition, the investor and analyst call can be accessed on www.k-plus-s.com

Experience Growth

The K+S Group is one of the world's leading suppliers of speciality and standard fertilizers, plant care as well as salt products. With its products and brands, K+S offers its customers a range of needs-based goods and services which provides growth opportunities in virtually every sphere of daily life. The K+S Group employs 12,000 people and achieved revenues of just under € 5.0 billion in 2008. K+S is quoted on all German stock exchanges (ISIN: DE0007162000, symbol: SDF) and listed on the DAX® share index.

Oliver Morgenthal

Head of Communications

Phone : +49 561 9301 1047
oliver.morgenthal@k-plus-s.com

Oliver Morgenthal
Head of Communications

Bertha-von-Suttner Str. 7
34131 Kassel
Germany

Phone : +49 561 9301 1047
Fax: +49 561 9301 1666
oliver.morgenthal@k-plus-s.com

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Christian Herrmann, CFA

Head of Investor Relations

Phone : +49 561 9301 1460
christian.herrmann@k-plus-s.com

Christian Herrmann, CFA
Head of Investor Relations

Bertha-von-Suttner Str. 7
34131 Kassel
Germany

Phone : +49 561 9301 1460
Fax: +49 561 9301 2425
christian.herrmann@k-plus-s.com

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