The Carlyle Group and INEOS Agree to Combine PQ Corporation and INEOS Silicas

Business Wire, Oct 11, 2007

Combination will Create Global Producer of Specialty Chemical Products

WASHINGTON -- Global private equity firm The Carlyle Group announced today that PQ Corporation, the specialty chemical company it acquired in July of 2007, has agreed to combine with INEOS Silicas, a division of INEOS, the global manufacturer of petrochemicals, specialty chemicals and oil products. PQ Corporation and INEOS Silicas will combine to form a global producer of specialty inorganic chemicals, catalysts and engineered glass products with annual sales revenues in excess of US$1 billion. Carlyle will own an approximate 60% share of the new combined company, while INEOS will hold approximately 40%. Terms of the transaction were not disclosed.

Andrew Marino, Principal of The Carlyle Group, said, "This transaction represents the combination of two successful and complementary companies to create a business with increased capabilities and market coverage to better serve our customers in the inorganic specialty chemicals space. We look forward to working closely with our new partners at INEOS to maximize the growth opportunities of the new company."

Andy Currie, Director of INEOS Capital, who will serve as a Director on the Board of the new company, said, "This is a well-timed next step in the development of INEOS Silicas. Operating under single ownership presents both businesses and their customers with new opportunities. PQ brings with it unique benefits in terms of its people and its technology, incorporating some of the world's leading product and process innovation."

The combined company will be called PQ Corporation. Mike Boyce, Chairman and Chief Executive Officer of PQ, will serve in that same capacity following the close of the transaction. "Our strategy at PQ has and will continue to be profitable growth of our business," Boyce said. "A combination with INEOS Silicas offers an immediate way to achieve an enhanced global presence, which will result in a greater ability to meet and exceed our customers' expectations. Additionally, the size and growth profile of this new company will allow for better access to capital for future investments in growth opportunities."

The transaction is subject to customary regulatory reviews and is expected to close at year end.

About PQ Corporation

PQ Corporation (www.pqcorp.com) is a leading producer of inorganic specialty chemicals and engineered glass materials. The Company conducts operations through three principal businesses: the Performance Chemicals division, which develops, manufactures and sells high performance silicate-based specialty chemicals, the Catalyst division, a leading producer of high performance catalytic Zeolites and Zeolite-based catalysts and polyolefin catalysts and the Potters division, which manufactures and sells highly engineered solid and hollow glass spheres. The Company's products are used in variety of applications in a diverse range of industrial, consumer and governmental end-markets. The Company employs 1,900 people across 60 manufacturing sites in 19 countries on five continents and has one of the most comprehensive global manufacturing and distribution networks serving customers in the Company's end-markets. PQ Corporation was acquired by the Carlyle Group in July of 2007.

About INEOS Silicas

INEOS Silicas is a manufacturer of silicates, zeolites and silicas. The business has manufacturing sites in the UK (Warrington), Netherlands (Eijsden), USA (Joliet), Brazil (Jacana and Rio Claro), South Africa (Durban and Johannesburg) and Indonesia (Pasuruan) and employs around 850 people.

About INEOS

INEOS is the world's third largest chemicals company; a leading manufacturer of petrochemicals, specialty chemicals and oil products. Comprising 18 businesses, with a production network spanning 73 manufacturing facilities in 18 countries, the company produces more than 30 million tonnes of petrochemicals, 20 million tons per annum of crude oil refined products (fuels). INEOS employs 16,600 people and has sales of around $38bn.

About The Carlyle Group

The Carlyle Group is a global private equity firm with $75.6 billion under management committed to 55 funds. Carlyle invests in buyouts, venture & growth capital, real estate and leveraged finance in Africa, Asia, Australia, Europe, North America and South America focusing on aerospace & defense, automotive & transportation, consumer & retail, energy & power, financial services, healthcare, industrial, infrastructure, technology & business services and telecommunications & media. Since 1987, the firm has invested $34 billion of equity in 686 transactions for a total purchase price of $157.7 billion. The Carlyle Group employs more than 900 people in 21 countries. In the aggregate, Carlyle portfolio companies have more than $87 billion in revenue and employ more than 286,000 people around the world. www.carlyle.com