THE WOODLANDS, Texas - Huntsman Corporation (NYSE: HUN) announced that it has mailed a letter to shareholders in connection with its upcoming Annual Meeting of Stockholders scheduled for March 25, 2022 ('Annual Meeting'), addressing the false and misleading statements made by Starboard Value LP and urging shareholders to vote the WHITE proxy card 'FOR ALL' of Huntsman's highly qualified directors standing for election. Stockholders of record as of February 1, 2022, will be entitled to vote at the meeting. The Company has also filed an updated investor presentation with the U.S. Securities and Exchange Commission.
In a separate press release issued today, the Company announced updated and increased Adjusted EBITDA guidance for the first quarter 2022.
The letter and updated investor presentation can be found at voteforhuntsman.com or on the investor relations section of the Company's website. The full text of the letter follows:
Dear Fellow Huntsman Shareholder:
On March 2, 2022, Huntsman published a 52-page investor deck tightly focused on the strength of our refreshed and fit-for-purpose Board of Directors, the success of our 'value over volume' portfolio strategy, and the high quality of our investment grade balance sheet that gave us financial flexibility to invest in high-value organic growth projects and acquire higher-margin downstream and differentiated businesses. The successful execution of our long-term strategic plan gave you the most successful year in our history and positioned Huntsman for even more success in 2022 and beyond. You may have already seen our latest press release this morning, March 7, 2022, announcing updated higher expectations for first quarter 2022, which demonstrates the sustainability of our strong execution and momentum coming out of 2021.
Starboard wants you to put all this momentum at risk. They filed a misleading and meandering 238-page presentation that ignores the success of the Huntsman of today and fixates on the Huntsman of yesterday, trying to turn the clock back to our IPO in 2005 while running an unnecessary and value destructive proxy fight against a company that no longer exists. Tellingly, their investor deck references 2008, 2016 and 2018 - years preceding our massive portfolio changes - more than it mentions 2021 and 2022. Starboard then conjures up criticisms of the Huntsman of the past in the desperate hope that some of those outdated and irrelevant criticisms might stick to the wall today.
Starboard takes that tack because the Huntsman of today has completed a comprehensive transformation of its product portfolio and balance sheet and has been steadily delivering record results. And what has Starboard been doing in the industry over the past three years while Huntsman has been delivering significant shareholder value? Starboard was doing just the opposite - destroying shareholder value at GCP Applied Technologies, the only chemical company whose board and senior management they control, generating aggregate TSR of only 17%1 since their initial investment more than two and a half years ago - even after counting a change of control premium from the recent sale of the company2. During that same period, Huntsman delivered for you a TSR of 123%3.
Don't let Huntsman become the industry's next GCP Applied Technologies.
Vote 'FOR ALL' of Huntsman's nominees on the WHITE PROXY CARD
Starboard resorts to outdated and misleading metrics that look back to our IPO more than 17 years ago to avoid dealing with our strategic, financial and governance transformation. But most competitors of the Huntsman of 2005 have long since disappeared - many into bankruptcy - while the Huntsman of today is now thriving with its downstream and differentiated portfolio. Starboard simply ignores the past three years and our transformed, value-creating portfolio - the product of meticulous and rigorous evaluation, optimization and fine-tuning - and they are trying to lull you into doing the same.
The 'cure' Starboard is touting for a Huntsman that no longer exists is just as old and outdated as the misleading metrics they want you to accept. Jim Gallogly, who ran refining and commodity chemical companies until he retired nearly a decade ago, is being promoted as Starboard's lead nominee. But Mr. Gallogly never ran a differentiated or downstream chemical business, and he has never developed, manufactured or sold a single product that you will find in the portfolio of the Huntsman of today. Mr. Gallogly's 'commodity mindset' and his outdated experience may have made some shareholders money back in 2010 but add no value to our refreshed board and take us backwards from the value over volume strategy that has delivered record results to all our shareholders today. Starboard's three other nominees - Susan Schnabel, Sandra Beach Lin and Jeff Smith, Starboard's CEO -are also vastly inferior to Huntsman's nominees.
Not only is Starboard recycling a stale set of board nominees whose skills may have been useful to Huntsman back in 2005 but are simply irrelevant in 2022, they are recycling the same stale set of 'ideas to improve performance' they promoted two years ago when they seized control of the Board of GCP. Starboard has failed to present a single constructive idea or suggestion that Huntsman was not already implementing long before they appeared. Starboard's eggshell promises of improved performance - every one of which they broke at GCP- just serve to reaffirm the imminent danger this proxy fight presents to the rest of Huntsman's shareholders.
SETTING THE RECORD STRAIGHT
We want to ensure you have the correct facts before you make important decisions about the future of your investment in Huntsman. Below are just a few examples of Starboard's misrepresentations and the misinformation they are pushing on you.
MYTH: Starboard claims Huntsman's record performance this past year was solely a product of the macro environment.
REALITY:
Starboard bought into a company they saw executing a long-term strategic portfolio transformation and a high-quality Board refreshment to position itself for significant value creation in the future. Now they want you to ignore the fruits of those long-term efforts - our record results in 2021 and resulting significant stock price out-performance.
Not only did we exceed sell-side expectations every quarter since the start of the pandemic - the only one of our peers to do so - but management, overseen by your Board, has generated a five-year TSR of 98%, nearly 13% better than the S&P 500 during the same period4 and Huntsman's 21% share price increase since our successful Investor Day in November 2021 beats our next best peer by double digits5.
Starboard wants you to believe that our recent record results and stock price outperformance is attributable to their input and investment but the truth is that Starboard's investment was simply well-timed. They, like all of our shareholders, are benefiting from overdue market recognition of the successful execution of our long-term strategic business plan.
Nor were our record results attributable, as Starboard asserts, to a 'highly favorable macro environment'. Huntsman's peers were operating in the same 'macro environment' over the past six months and Huntsman's gains far exceeded those peers. Huntsman's success is your success.
Myth: Starboard states that it has developed 'Specific Operational Improvement Opportunities at Huntsman' that will deliver a 600-basis point improvement in Adjusted EBITDA margins.
About Huntsman:
Huntsman Corporation is a publicly traded global manufacturer and marketer of differentiated and specialty chemicals with 2021 revenues of approximately $8 billion. Our chemical products number in the thousands and are sold worldwide to manufacturers serving a broad and diverse range of consumer and industrial end markets. We operate more than 70 manufacturing, R&D and operations facilities in approximately 30 countries and employ approximately 9,000 associates within our four distinct business divisions.
Forward-Looking Statements
This press release includes 'forward-looking statements' within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements include statements concerning our plans, objectives, goals, financial targets, strategies, future events, future revenue or performance, capital expenditures, plans or intentions relating to acquisitions, divestitures or strategic transactions, including the review of the Textile Effects Division, business trends and any other information that is not historical information. When used in this press release, the words 'estimates,' 'expects,' 'anticipates,' 'likely,' 'projects,' 'outlook,' 'plans,' 'intends,' 'believes,' 'forecasts,' 'targets,' or future or conditional verbs, such as 'will,' 'should,' 'could' or 'may,' and variations of such words or similar expressions are intended to identify forward-looking statements. These forward-looking statements, including, without limitation, management's examination of historical operating trends and data, are based upon our current expectations and various assumptions and beliefs. In particular, such forward-looking statements are subject to uncertainty and changes in circumstances and involve risks and uncertainties that may affect the Company's operations, markets, products, prices and other factors as discussed in the Company's filings with the Securities and Exchange Commission (the 'SEC'). In addition, there can be no assurance that the review of the Textile Effects Division will result in one or more transactions or other strategic change or outcome. Significant risks and uncertainties may relate to, but are not limited to, ongoing impact of COVID-19 on our operations and financial results, volatile global economic conditions, cyclical and volatile product markets, disruptions in production at manufacturing facilities, timing of proposed transactions, reorganization or restructuring of the Company's operations, including any delay of, or other negative developments affecting the ability to implement cost reductions and manufacturing optimization improvements in the Company's businesses and to realize anticipated cost savings, and other financial, operational, economic, competitive, environmental, political, legal, regulatory and technological factors. Any forward-looking statement should be considered in light of the risks set forth under the caption 'Risk Factors' in our Annual Report on Form 10-K for the year ended December 31, 2021, which may be supplemented by other risks and uncertainties disclosed in any subsequent reports filed or furnished by the Company from time to time. All forward-looking statements apply only as of the date made. Except as required by law, the Company undertakes no obligation to update or revise forward-looking statements to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events.
HUNTSMAN CORPORATION 
