SUMMARY
The following summary is qualified in its entirety by the more detailed information included elsewhere or incorporated by reference in this
prospectus supplement and the accompanying prospectus. Because this is a summary, it may not contain all the information that may be important to you. You should read the entire prospectus supplement and the accompanying prospectus as well as the
documents incorporated by reference carefully, including the Risk Factors and the financial statements and the related notes, before making an investment decision.
The Company
Our
subsidiaries manufacture, market and sell various specialty chemical product lines, including high-quality specialty paints, infrastructure rehab and repair products, protective coatings, roofing systems, sealants and adhesives, focusing on the
maintenance and improvement needs of the industrial, specialty and consumer markets. Our family of products includes those marketed under brand names such as API, Betumat, Carboline, CAVE, DAP,
Day-Glo,
Dri-Eaz,
Dryvit, Ekspan, Euclid, EUCO, Fibergrate, Fibregrid, Fibrecrete, Flecto, Flowcrete, Grupo PV, Hummervoll, illbruck, Key Resin, Mohawk, Prime Resins, Rust-Oleum, Specialty Polymer Coatings, Stonhard, TCI,
Toxement, Tremco,
Tuf-Strand,
Universal Sealants, Viapol, Watco and Zinsser. As of May 31, 2018, our subsidiaries marketed products in approximately 166 countries and territories and operated
manufacturing facilities in approximately 145 locations in the United States, Argentina, Australia, Belgium, Brazil, Canada, Chile, China, Colombia, France, Germany, India, Italy, Malaysia, Mexico, The Netherlands, New Zealand, Norway, Poland, South
Africa, South Korea, Spain, Sweden, Turkey, the United Arab Emirates and the United Kingdom. Approximately 37% of our sales are generated in international markets through a combination of exports to and direct sales in foreign countries. For the
fiscal year ended May 31, 2018, we recorded net sales of $5.3 billion.
Our business is divided into three reportable segments:
the industrial reportable segment (industrial segment), the specialty reportable segment (specialty segment) and the consumer reportable segment (consumer segment). Within each reportable segment, we aggregate
several operating segments which comprise individual companies or groups of companies and product lines, which generally address common markets, utilize similar technologies and are able to share manufacturing or distribution capabilities. The
industrial segment (Construction Products Group and Performance Coatings Group), which comprised approximately 53% of our total net sales for the fiscal year ended May 31, 2018 and for the six months ended November 30, 2018, includes
maintenance and protection products for roofing and waterproofing systems, flooring, industrial coatings, passive fire protection, corrosion control, high-performance sealing and bonding solutions, infrastructure rehabilitation and repair and other
construction chemicals. The consumer segment (Rust-Oleum Group, DAP Group and
SPG-Consumer
Group) comprised approximately 33% of our total net sales for the fiscal year ended May 31, 2018 and for the
six months ended November 30, 2018, includes rust-preventative, special purpose and decorative paints, caulks, sealants, primers, nail enamels, cement, cleaners, floor sealers and woodcare coatings and other branded consumer products. The
specialty segment (Specialty Products Group (SPG)Industrial Group) comprised approximately 14% of our total net sales for the fiscal year ended May 31, 2018 and for the six months ended November 30, 2018, includes
industrial cleaners, restoration services equipment, colorants, exterior finishes, edible coatings and other specialty original equipment manufacturer (OEM) coatings.
Industrial Segment
Our industrial
segment products are sold throughout North America and also account for the majority of our international sales. Our industrial product lines are sold directly to contractors, distributors and
end-users,
such
as owners of industrial manufacturing facilities, public institutions and other commercial customers. Our