(Corrects to add missing word in first paragraph, also deletes superfluous "around" in sixth paragraph)
* Deal valued at 2 bln euros, including 600 mln euros debt
* Posts surprise Q4 profit 47 mln Sfr vs f'cast 5.4 mln loss
* Sees higher raw material prices in 2011
* Shares down 12 percent, hit four-month low
(Adds more details, analyst, updates shares)
By Katie Reid
ZURICH, Feb 16 (Reuters) - Swiss specialty chemicals maker Clariant AG has won a bid for Germany's Sued-Chemie AG, giving it access to high growth sectors, but the deal was seen by some as pricey and hasty after a recent restructuring.
Clariant's biggest buy in a decade, announced on Wednesday after the group posted a surprise fourth-quarter profit, gives it access to Sued-Chemie's booming catalyst business, but the deal will dilute Clariant's shareholder base.
Shares in the $4 billion company tumbled 12.14 percent to 15.34 francs by 1209 GMT, after earlier falling to its lowest level in around six months, as some investors said Clariant had paid too much.
"I don't like the price, it's too high and I don't like the timing," a Zurich-based trader said.
Clariant is issuing new shares in a 1.1 billion Swiss franc capital increase to help it finance the deal. It will exchange 700 million francs worth of shares with Sued-Chemie family shareholders.
The capital hike also includes a 400 million franc rights issue, which amounts to around 10 percent of Clariant's market capitalisation.
The group, which expects the buy to become earnings accretive from 2013, said it was confident the transaction, which marks the end of years of painful restructuring, can be completed in the first half of 2011.
"The acquisition of Sued-Chemie allows for expansion into attractive business areas, but at a hefty price," said Vontobel analyst Patrick Rafaisz.
The deal, expected after Reuters reported on Monday that Clariant was the frontrunner for Sued-Chemie, has an enterprise value of 2 billion euros ($2.7 billion), or 1.4 billion euros in equity and 600 million euros in debt.
"Clariant pays 10.5 times EBITDA (earnings before interest, tax, depreciation and amortisation) and 1.6 times sales, which is high in our view," analysts at Julius Baer said.
"Clariant just finished most of its restructuring and now already turns into acquisition mood."
Clariant beat out rival Mitsui Chemicals for Sued-Chemie after other suitors including U.S. conglomerate Honeywell and Mitsubishi Chemical dropped out of the bidding.
COVETED CATALYSTS UNIT
Sued-Chemie is mainly coveted for its catalysts unit which caters to the huge petrochemical industry in the Middle East, including Saudi Basic Industries Corp (SABIC), the world's biggest petrochemicals company by market value.
The business, which competes with Denmark's unlisted Haldor Topsoe, makes compounds that speed up or enable chemical reactions and also help turn plant material into biofuel.
The acquisition will add some 1.6 billion Swiss francs in sales to Clariant, the group said, adding Sued-Chemie was less exposed to the volatility of raw materials.
Clariant expects annual synergies of around 25 million euros and said it had no need to make any divestments after the buy.
Clariant is buying the shares of One Equity Partners, Sued-Chemie's majority shareholder with a 50.4 percent stake, for 121 euros per share. The vast majority of family shareholders, who owned around 46 percent in the German group, will swap their holdings for shares of Clariant.
The deal also includes 900 million francs of debt financing and 500 million francs cash, the group said.
Clariant, which also posted a fourth-quarter net profit of 47 million Swiss francs, said the business environment in 2011 looked set to remain stable thanks to emerging market demand.
The group, which makes colour and additive concentrates for the automobile and textile industries, had been expected to post a net loss of 5.4 million francs, according to a Reuters poll.
The group expects to see local currency sales growth in the low single-digit range and an EBITDA margin before exceptional items above that of 2010.
Strong demand from Asia has helped global chemical makers recover quickly from the downturn, which hit the sector hard and prompted Clariant to slash jobs as part of an extensive restructuring effort.
Clariant expects raw material costs to increase in the high single-digit range in 2011. (Editing by Hans Peters and David Holmes) ($1=.9659 Swiss Franc) ($1=.7406 Euro)