FMC Ends Sale Review With Tessenderlo Minority Stake
The agrochemical maker paired the deal with a $1.2 billion bond offering and asset sales aimed at cutting debt after its revolving credit facility was amended for covenant relief.
FMC Corporation (FMC) closed out a five-month strategic review on July 1 by selling Tessenderlo Group a $400 million minority equity stake, opting for a capital infusion over an outright sale of the company. The announcement carried no quarterly revenue, EBITDA, EPS or guidance figures, the first time in five consecutive releases that FMC's operating results were absent from a disclosure.
The review had been running since February, when the board first flagged strategic alternatives, and was reiterated through the first quarter of 2026 without a definitive outcome. Its conclusion via a minority investment rather than a sale arrives alongside a set of financing moves not previously disclosed: a $1.2 billion secured high-yield bond offering, the sale of FMC's India commercial business for $252 million, a supply and license agreement with Corteva carrying a $200 million prepayment, and a $114 million sale-leaseback of its Newark, Delaware facility. Together the measures extend a roughly $1 billion debt-paydown target first set out in the fourth quarter of 2025 and reiterated in the first quarter of 2026.
FMC also disclosed that its revolving credit facility was amended for what it called significant covenant relief, a change not present in prior quarters and one that points to tightened liquidity headroom heading into the announcement. The India sale itself closed at a discount to expectations: the business, first classified as held for sale in July 2025 at roughly $960 million, was written down to $450 million in the third quarter after about $510 million in charges, and is now being sold for $252 million.
The operating backdrop behind the restructuring has been deteriorating. Revenue excluding India fell 4% year over year to $762 million in the first quarter of 2026, a smaller decline than the 11% ex-India drop in the fourth quarter of 2025, but organic revenue fell 9% in the first quarter, wider than the more moderate declines of prior quarters. Adjusted EBITDA fell 40% year over year to $72 million in the first quarter, following a 7% decline for full-year 2025 and a 17% drop in the fourth quarter, marking three straight quarters of accelerating margin compression. Price continued to erode as volume recovered: first-quarter volume rose 2% while price fell 6%, consistent with the pattern seen through 2025 and tied to FMC's post-patent pricing strategy for Rynaxypyr®.
FMC held its full-year 2026 adjusted EBITDA guidance at $670 million to $730 million, down 17% at the midpoint, unchanged since it was first issued in February — a reprieve after guidance was cut in both the third and fourth quarters of 2025. New active ingredient sales, a growth line the company has emphasized, doubled year over year in the first quarter and are guided to grow more than 75% to $300 million to $400 million for 2026, building on 54% growth to about $200 million in 2025.
GAAP losses have piled up over two consecutive quarters for different reasons. A $1.72 billion fourth-quarter 2025 loss driven by a $1.36 billion goodwill impairment was followed by a $281 million first-quarter 2026 loss tied to a roughly $123 million Swiss deferred-tax valuation allowance charge. Restructuring costs added further weight: the "Project Foundation" program introduced in the fourth quarter with $172 million of charges continued into the first quarter at $90.1 million, layered atop the earlier "Project Focus" program.
Regional performance has diverged. North America revenue rose to $198 million in the first quarter from $186 million a year earlier and EMEA rose to $307 million from $273 million, while Latin America fell to $177 million from $207 million and Asia excluding India dropped to $81 million from $125 million. FMC's quarterly dividend remains cut to $0.08 a share, a reduction made in the third quarter of 2025 to prioritize debt reduction and not revisited since. Full-year 2026 free cash flow guidance of negative $65 million to positive $65 million, reaffirmed alongside the Tessenderlo deal, marks an improvement over 2025's negative $165 million, even as first-quarter free cash flow fell a further $32 million year over year to negative $628 million.