Funds managed by affiliates of Apollo Global Management have agreed to buy industrial minerals company U.S. Silica Holdings in an all-cash deal that values the latter at around $1.85bn.
The parties signed a definitive agreement that will result in U.S. Silica stockholders receiving $15.50 per share, marking an 18.7% premium over the closing share price on 25 April 2024.
Upon completion, U.S. Silica will delist from the NYSE and transition into a privately held entity.
It will retain its brand and leadership, with Bryan Shinn at the helm.
Kathy, Texas-based U.S. Silica produces commercial silica for the oil and gas sector as well as various other industrial applications. It operates 27 mines and processing facilities along with two more exploration-stage properties, according to LinkedIn data.
Apollo partner Gareth Turner said: “We have tremendous respect for U.S. Silica and its talented management team and employees, and are thrilled to partner with them to unlock the company’s next phase of growth.
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“U.S. Silica’s industrial minerals and sand mining and logistics businesses each are proven leaders in their respective markets.
“We believe there are many opportunities to grow and expand these businesses and we look forward to using our significant industry experience to build on and extend the company’s legacy of excellence to new frontiers.”
The U.S. Silica board has unanimously cleared the deal, which is slated for completion in Q3 2024.
This deal awaits regulatory and shareholder approval but is not contingent on financing.
A 45-day “go-shop” period is included in the agreement, allowing U.S. Silica to seek and consider other acquisition offers until 10 June 2024.
Should a more favourable proposal emerge, U.S. Silica’s board of directors reserves the right to scrap the agreement with Apollo, adhering to the stipulated terms and conditions.
U.S. Silica CEO Bryan Shinn said: “U.S. Silica has been a leader in the industrial silica and minerals industry for 124 years, and this agreement is a great outcome for our stockholders that paves the way for the company’s continued success well into the future.
“By partnering with Apollo Funds, we gain significant resources, deep industry expertise and enhanced flexibility as a private company to pursue the many market opportunities in front of us and invest in innovative capabilities that enable value-added offerings for customers.
“U.S. Silica has long benefitted from our large-scale production, high-quality reserve base, geographically advantaged footprint, low-cost platform and strong customer relationships. Our ability to take this step from a position of strength is a testament to this excellent foundation and the dedication of our employees. I am incredibly excited about the path ahead.”
