Amsterdam and Philadelphia, November 6th ( GLOBE NEWSWIRE ) – Akzo Nobel N.V. ( AKZA; AKZOY, hereinafter referred to as “AkzoNobel”) and Axalta Coating Systems Ltd. ( NYSE : AXTA, hereinafter referred to as “Axalta”) have today received conditional approval from the European Commission for their proposed all-stock “equity merger.” This transaction will create a globally leading coatings company. The merger is expected to be completed in early 2027, but it still requires pending regulatory approvals.

After constructive discussions with the European Commission, AkzoNobel and Axalta agreed to take a targeted remedial measure, which is to divest AkzoNobel of its automotive repair paint business in Europe.

The commitments proposed by both parties have fully addressed the initial competition concerns identified by the European Commission, as this will eliminate any overlap in their operations within the European Economic Area, the UK, and Switzerland. The European Commission has not identified any other competition issues in any other markets. This outcome will maintain the overall strategic advantages of the transaction while preserving the level of competition in the European automotive repair paint market and customer choice.

The merged company will bring together two leading coating enterprises that complement each other in terms of product portfolio, technology, and brand, to form a global coating company with an annual revenue of approximately $17 billion and a wide range of business coverage. The product portfolio includes powder coatings, aerospace coatings, repair paints, mobile transportation coatings, marine and protective coatings, industrial coatings, as well as decorative coatings.

AkzoNobel Chief Executive Officer Greg Poux - Guillaume stated: "Receiving approval from the European Commission is an important milestone for us as we advance towards the merger with Axalta and the completion of the transaction. We are making progress smoothly and look forward to integrating the complementary technologies, professional capabilities, and excellent teams of both parties to accelerate growth." He will serve as the Chief Executive Officer of the merged company.

Axalta, Chief Executive Officer and President, Chris Villavarayan added: "We are delighted that the European Commission has approved this transaction. Following the merger, we will be better positioned to serve customers worldwide, accelerate investment in differentiated technologies, and build a global coatings leader that will set the pace for the industry in terms of scale, innovation, and capabilities." He will serve as the Vice Chief Executive Officer of the merged company.

About AkzoNobel

Since 1792, AkzoNobel has been supplying innovative paints and coatings, helping to enhance people's lives and protect what is most important. Its portfolio of world-class brands includes Dulux, International, Sikkens, and Interpon, which are trusted by customers worldwide. The company operates in over 150 countries and continuously improves and enhances daily life with its professional expertise. AkzoNobel states that, believing in every surface as an opportunity, as a pioneering and historic coatings company, it is committed to providing more sustainable solutions and creating a better future while protecting the present.

About Axalta

Axalta is a global leader in the coatings industry, providing customers with innovative, richly colored, aesthetically pleasing, and sustainable coating solutions. From applications in light vehicles, commercial vehicles, and repair paints, to motors, building facades, and other industrial uses, Axalta's coatings are designed to prevent corrosion, improve production efficiency, and enhance durability. With over 150 years of experience in the coatings industry, Axalta's global team continues to seek better ways to provide higher quality coatings, application systems, and technologies to customers in more than 140 countries, totaling over 100,000 clients. For more information, please visit axalta.com, and follow the company on LinkedIn.

Important information regarding the proposed Axalta transaction

General restrictions

This communication shall not be published, disclosed, or distributed in whole or in part, directly or indirectly, in any jurisdiction where such publication, disclosure, or distribution would constitute a violation of the law.

This communication is not a prospectus, and the information contained herein is not intended to be complete. This communication is for informational purposes only and does not constitute an offer to buy or sell any securities in any jurisdiction, nor an invitation to offer for sale, or an invitation or recommendation to subscribe for, acquire, or purchase AkzoNobel, Axalta, or any other financial products or securities. No offers, invitations, or sales may be made in any jurisdiction where such offerings, invitations, or sales would be illegal due to lack of registration or qualification under the relevant securities laws. Securities may not be offered unless through a prospectus that complies with the requirements of Section 10 of the Revised Securities Act of 1933. Any decision to purchase, subscribe for, acquire, sell, or dispose of any securities in any other manner must be based solely on the information contained in the prospectus issued by AkzoNobel regarding the shares to be allocated in the proposed transaction, which was published on June 24, 2026. Certain countries may have restrictions or regulatory limitations on the distribution of this communication. Therefore, those who hold this document should be aware of and comply with such restrictions on their own. To the maximum extent permitted by applicable law, AkzoNobel and Axalta shall not be liable to any person for any violation of the aforementioned restrictions. AkzoNobel, Axalta, and any of their advisors shall not be liable to any person for any violation of these restrictions. Shareholders of AkzoNobel and Axalta who have questions about their position should immediately consult appropriate professional advisors.

This communication is intended for and directed solely at the following individuals: (i) persons outside the United Kingdom; ( ii ) persons with professional experience in investment matters covered by section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, hereinafter referred to as “the Order”); ( iii ) persons falling within the scope of sections 49(2)(a) to (d) of the Order; or ( iv ) other persons who are legally entitled to receive this communication under the Order (collectively referred to as “relevant persons”). This communication is only for relevant persons, and non-relevant persons should not take any action or rely on this communication or its contents. Any investment or investment activities related to this communication are provided only to relevant persons and will only be conducted with relevant persons. Queries arising from this communication will only be answered when raised by relevant persons.

Supplementary information and methods of acquisition

Regarding the proposed transaction between AkzoNobel and Axalta, AkzoNobel submitted a registration statement in Form F-4 to the U.S. Securities and Exchange Commission (SEC) on May 27, 2026, which was revised on June 18, 2026. This registration statement included a proxy form Axalta, which also constitutes the prospectus for the shares issued by AkzoNobel as part of the proposed transaction. The registration statement was declared effective by SEC on June 23, 2026. In connection with this proposed transaction, Axalta submitted the final proxy form on June 24, 2026, and began mailing this final proxy form to holders registered as of June 11, 2026, on or around that date. AkzoNobel and Axalta will also submit other relevant documents regarding the proposed transaction. This communication cannot replace any registration statements, proxy forms/prospectuses, or other documents that AkzoNobel and/or Axalta may submit to SEC or other competent regulatory authorities regarding this proposed transaction. This communication does not contain all of the information that should be considered regarding the proposed transaction, nor is it intended to serve as a basis for any investment decision or other decisions related to the proposed transaction.Before making any investment decisions, investors, shareholders, and holders of AkzoNobel and Axalta should carefully and thoroughly read the power of attorney/prospectus (if applicable), as well as any other documents related to the proposed transaction that have been submitted or will be submitted to SEC, including any revisions or supplements to these documents. Such documents contain or will contain important information regarding AkzoNobel, Axalta, the proposed transaction, and related matters. The registration statements, power of attorney/prospectuses, and other related documents submitted by AkzoNobel and Axalta to SEC can be obtained for free at the SEC website on page www.sec.gov. In addition, investors and shareholders can also obtain the power of attorney/prospectuses and other documents submitted to SEC for free at the investor relations webpage Axalta at https :// ir.axalta.com / sec-filings / all-sec-filings or at the investor relations webpage AkzoNobel at https :// www.akzonobel.com / en / investors / all-sec-filings. The content of this communication should not be construed as financial, legal, business, investment, tax, or other professional advice. Each recipient should consult their own professional advisor regarding such matters and advice.

Warning Statement Regarding Forward-Looking Statements

This communication contains forward-looking statements as defined by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. The content includes management's expectations regarding the future operating and financial performance of AkzoNobel and Axalta, product development, market position, and business strategy. Such forward-looking statements may be identified by words such as "believes," "expects," "may," "will," "should," "shall," "can," "potential," "seeks," "intends," "projects," "predicts," "optimistic," "plans," "estimates," "targets," "expects," "continues," etc., or their negative forms. However, not all forward-looking statements contain these identifying words. Please do not rely on these forward-looking statements. These forward-looking statements are based on current plans, estimates, and expectations, but they are subject to risks, uncertainties, and assumptions. If one or more of these risks or uncertainties materialize, or if the underlying assumptions prove to be incorrect, actual results may differ significantly from those indicated or expected in these forward-looking statements. We cannot guarantee that these plans, estimates, or expectations will necessarily be realized; therefore, actual results may differ significantly from any plans, estimates, or expectations contained in these forward-looking statements.Important factors that could lead to significant differences between actual results and these plans, estimates, or expectations include: the delivery conditions of the proposed transaction may not be met; any events that could result in the termination of the proposed transaction may occur; regulatory approvals required for the proposed transaction may be delayed, not granted, or, although granted, come with unforeseen conditions; AkzoNobel and Axalta may not be able to achieve the synergies and value creation envisioned by the proposed transaction; AkzoNobel and Axalta may not be able to integrate their businesses quickly and effectively; management's time and attention may be distracted by transaction-related matters; competitive bids or acquisition proposals may emerge; the disruption caused by the proposed transaction may make it more difficult to maintain business, contractual, and operational relationships; AkzoNobel or Axalta may experience a decline in credit rating after the transaction; legal proceedings may be initiated against AkzoNobel or Axalta, including resulting costs or delays; AkzoNobel or Axalta may not be able to retain or hire key personnel; the completion of this communication or the proposed acquisition may have a negative impact on the stock price or operating results of AkzoNobel or Axalta; ongoing changes in legal, regulatory, and tax systems; changes in the economic, financial, political, and regulatory environments of the Netherlands, the United States, and other regions, as well as uncertainties and fluctuations arising from legislation, regulations, trade, and policy changes related to the current or subsequent U.S. or Dutch governments; AkzoNobel or Axalta may not be able to successfully recover from disasters or other business continuity issues due to hurricanes, floods, earthquakes, terrorist attacks, wars, pandemics, security vulnerabilities, cyberattacks, power outages, telecommunications failures, or other natural or human-induced events, including the ability to operate remotely during long periods of interruption; public health crises (such as pandemics and epidemics) and the policies and actions taken by relevant companies or governments to protect individual health and safety, or to maintain the operation of the national or global economy and markets.Including any isolation measures, "stay-at-home orders," personnel reduction, social distancing, work stoppages, or similar actions; actions by third parties (including government agencies); disruptions arising from proposed transactions that may harm the business of AkzoNobel or Axalta, including current plans and operations, and/or distract management from daily business operations; certain restrictions imposed during the pending acquisition period that may affect the ability of AkzoNobel or Axalta to pursue certain business opportunities or strategic transactions; the ability of AkzoNobel or Axalta to meet the expected accounting and tax treatment requirements for the proposed transaction; the risks and uncertainties discussed in the latest annual report, which has been submitted to AFM, the Dutch Trade Registry, and published on their website https :// www.akzonobel.com / en / investors / results-center; as well as the risks and uncertainties discussed in the "Risk Factors" and "Management's Discussion and Analysis of Financial Conditions and Operating Results" sections of the report submitted to SEC. These risks, as well as other risks related to the proposed transaction, are discussed more comprehensively in the prospectus. Unlisted factors may pose significant additional obstacles to achieving the forward-looking statements. We remind you not to rely too heavily on these forward-looking statements, as they are not guarantees of future performance or results. Actual performance and results, including but not limited to our actual operating results, financial conditions, and liquidity, as well as the development of new markets or segments in which we operate, may differ significantly from what is expressed or implied in the forward-looking statements in this communication.Except as required by law, AkzoNobel and Axalta shall not be liable for updating or revising the information in this document. The information in this document is only valid as of the date of this file.