In a blockbuster move poised to redraw the global coatings landscape, AkzoNobel NV—the Dutch parent of paint giant Dulux—and Axalta Coating Systems announced Tuesday that they will merge in an all-share deal to forge a $25 billion coatings titan in what both companies described as a merger of equals.

A Cross-Atlantic Marriage of Coatings Leaders

Under the agreement, Axalta shareholders will receive 0.6539 AkzoNobel shares for each Axalta share, a swap designed to knit the two industrial coatings portfolios into a single worldwide force.

AkzoNobel, headquartered in Amsterdam and listed on Euronext Amsterdam, will join forces with Philadelphia-based Axalta, which trades on the New York Stock Exchange. The newly formed enterprise—set to debut under a new name—will be listed on the NYSE, signaling a bold step toward global market dominance.

Dual Headquarters, Single Strategy

The combined company will maintain dual headquarters in Amsterdam and Philadelphia, while retaining tax residency in the Netherlands, a structure reflecting the balanced nature of the merger.

Legal Teams Orchestrate the Transatlantic Deal

The deal’s legal framework spans continents:

• AkzoNobel is advised by De Brauw Blackstone Westbroek NV and Davis Polk & Wardwell LLP. Davis Polk’s team features partners H. Oliver Smith, Michael Gilson, and associate Katherine Anne Cody.

• Dutch firm Wakkie+Perrick BV counsels AkzoNobel’s supervisory board.

• Axalta is represented by Cravath Swaine & Moore LLP and NautaDutilh NV. Cravath’s M&A leadership includes Mark I. Greene, Aaron M. Gruber, and Edward O. Minturn.

Additional Cravath specialists contributed expertise across executive compensation (Matthew J. Bobby), antitrust (Margaret T. Segall), tax (J. Leonard Teti II), intellectual property (Sasha Rosenthal-Larrea), corporate governance (Michael L. Arnold), and litigation (Michael P. Addis).

Complementary Brands and a Shared Ambition

AkzoNobel’s flagship brands—Dulux, Sikkens, Interpon—and Axalta’s industrial coatings, including its widely used automotive paints, will merge into a single, sweeping portfolio.

Greg Poux-Guillaume, AkzoNobel’s CEO and chair, said the merger will unite “highly complementary technologies, expertise and passionate people to unlock our full combined potential.”

Rakesh Sachdev, Axalta’s chair, added that the combined company’s strengthened financial profile and significant synergy opportunities will enhance long-term value.

$600M in Synergies and a Major Payout to Shareholders

The companies estimate that operational integration will generate $600 million in savings. Ownership of the new entity will be split 55% to AkzoNobel shareholders and 45% to Axalta shareholders.

AkzoNobel will also issue a €2.5 billion ($2.9 billion) special dividend to its shareholders in connection with the merger.

Approvals Still Needed

The deal must clear shareholder votes for both companies, undergo consultation with AkzoNobel’s works council, and win regulatory approval from unnamed authorities.

Financial Advisers Powering the Transaction

• Morgan Stanley & Co. International PLC advises AkzoNobel.

• Evercore, J.P. Morgan Securities LLC, and Incentrum Group advise Axalta.

Together, they are steering one of the most consequential mergers in the industrial coatings sector—an alliance poised to coat the global market in a new layer of competition.