Spinoff and litigation decisions are key moments in 3M CEO's career

Mike Roman was once 3M's chief strategist and an architect of the so-called "playbook" that steered the industrial giant through a decade of growth.

In announcing 3M's decision to spin off its health care business on Tuesday, Roman — now the company's chief executive — was following the script he helped write.

"These are very important decisions," Roman said in an interview. "It's not something we pick up once in awhile; we're constantly evaluating what actions we can take."

This spinoff and a proposed, though controversial, solution to earplug litigation may end up being the defining moment of Roman's tenure as CEO.

Already Roman's term has included 3M's largest-ever acquisition — the $6.7 billion purchase of medical device maker Acelity in 2019 — as well as record profits.

But investors have not been pleased with the rate of growth and 3M's legal liabilities. Since Roman was named CEO in 2018, 3M's market value has dropped 30% to $80 billion. The company's stock had fallen to lows not seen in nearly a decade before perking up Tuesday.

"Given high environmental and litigation risk, and little pricing power in a high inflation environment, we see high risk of 3M missing future earnings expectations," Colin Scarola, a vice president at CFRA Research, wrote in a research note.

Roman joined 3M in 1988 as a senior design engineer and has since held a number of positions: head of business development, leader of the industrial segment and chief operating officer.

When he became CEO, Roman pledged to "optimize 3M's portfolio." The pandemic, however, slowed corporate deal making.

After General Electric announced it would split into three companies last fall, Roman was asked whether 3M had any plans to follow suit.

"For us, it's really about back to, fundamentally, where do we create value," he told investors in December. "I'm not going to predict where we are going to go, but that's what drives us."

And he hasn't ruled out more M & A activity in the near future.

"We will continue to actively manage our portfolio with discipline and focus," Roman told investors Tuesday.

A number of businesses will be looking for fast cash in the face of inflation, supply-chain problems and a potential recession, according to a recent survey by financial software company Datasite.

A quarter of more than 540 global deal makers expect more divestitures, carve-outs and business exits over the coming year "as companies examine their balance sheets to make sure they have sufficient liquidity to weather current market conditions," said Mark Williams, Datasite Americas chief revenue officer.

Even if the health care business separates as expected by the end of 2023, litigation will continue to cloud Roman's tenure and dominate investor sentiment.

The company could be on the hook for billions of dollars, analysts say, and there is no guarantee the "nuclear option" of sending earplug maker Aearo Technologies through bankruptcy will work.

Then there is the ongoing battle over "forever chemicals," or PFAS, which has already cost the company $1.5 billion in remediation and settlement payments to Minnesota and Belgium.

"We expect PFAS is going to play out over years," Roman said Tuesday. "We're well advised of our options."

Meanwhile, the CEO has tried to drum up excitement over 3M's core business and sees the spinoff as a chance to refocus the diverse set of businesses that will comprise the new 3M.

"It's going to be a leader in highly attractive markets, like electronics, mobility and safety," he said. "There is tremendous cash flow and a strong balance sheet that will get stronger with the spinoff. I'm excited about the future of both businesses."