Standard Industries Holdings Inc., a global industrial company, has recently entered a definitive agreement to acquire W. R. Grace & Co., a specialty chemical company. This all-cash transaction is valued at over $7 billion, including Grace’s upcoming pharma fine chemistry acquisition.
As per the terms of the takeover deal, Standard Industries will obtain all the outstanding shares of Grace’s common stock for $70 per share. This purchase price represents a premium of around 59% over its closing stock price of $44.05 on 6th November 2020. The Board of Directors at Grace has granted unanimous approval of the transaction.
Moreover, the closing of the deal is subject to several customary closing conditions, including Grace shareholders’ approval, as well as certain regulatory approvals. Deutsche Bank, Citi, BNP Paribas, J.P. Morgan, and other investment funds provided the financing commitments. 40 North, a shareholder of Grace’s common stock, has also signed a voting agreement with Grace in favor of the latest transaction. Under the terms of the merger deal, the company is also expected to suspend the payment of a dividend going forward.
For the record, Grace will issue its Q1 2021 earnings results on 6th May 2021. The two companies are expecting the transaction to be closed in the Q4 of 2021. Upon its completion, Grace will serve as a privately held company. The common stock of this specialty chemical company will no longer be listed on the NYSE (New York Stock Exchange). In addition, it will function as a standalone company with Standard Industries’ portfolio, which includes its industry-leading businesses like GAF Energy, SGI, Siplast, Schiedel, and BMI Group.
Moelis & Company LLC and Goldman Sachs & Co. LLC are serving as the financial advisors, with Wachtell, Lipton, Rosen & Katz as the legal counsel to Grace. On the other hand, J.P. Morgan and Citi are serving as the financial advisors, with Sullivan & Cromwell LLP as the legal counsel to Standard Industries.