Standard Industries to acquire W.R. Grace for USD7 billion
Standard Industries Holdings Inc., the parent company of Standard Industries, a privately held global industrial company, is acquiring W. R. Grace & Co., a leading global specialty chemical company, in an all-cash transaction valued at approximately USD7 billion. The acquisition will include Grace’s pending pharma fine chemistry acquisition.
The parties expect the transaction to close in the fourth quarter of 2021. Upon completion of the transaction, Grace will become a privately held company and Grace’s common stock will no longer be listed on the New York Stock Exchange.
Grace will operate as a standalone company within the portfolio of Standard Industries Holdings, which includes Standard Industries’ industry leading businesses GAF, BMI Group, Schiedel, Siplast, SGI and GAF Energy.
Under the terms of the agreement, Standard Industries Holdings will acquire all the outstanding shares of Grace common stock for USD70.00 per share in cash. The purchase price represents a premium of approximately 59% over Grace’s closing stock price of UD44.05 on November 6, 2020, the last trading day prior to the announcement of 40 North’s initial proposal to acquire the company on November 9, 2020. The Grace Board of Directors has unanimously approved the transaction.
“We are confident that our agreement with Standard Industries Holdings is the best path forward for Grace and our shareholders,” said Hudson La Force, Grace’s president and chief executive officer. “Standard’s USD7 billion investment in Grace reflects their confidence in the significant growth opportunities we have and enables our shareholders to realize immediate value at a significant cash premium. This announcement is a testament to the strengths of our talented employees, industry-leading technologies, and deep global customer relationships.”
David Millstone and David Winter, Co-CEOs of Standard Industries Holdings, said, “We are thrilled to welcome Grace to the Standard Industries family and look forward to working with its exceptional team to usher in a new era of innovation and growth for Grace, its employees, customers and the communities in which it operates.”
The closing of the transaction is subject to customary closing conditions, including approval by Grace shareholders and the receipt of certain regulatory approvals. The transaction is not contingent upon the receipt of financing. Financing commitments have been provided by J.P. Morgan, BNP Paribas, Citi and Deutsche Bank, and investment funds affiliated with Apollo Global Management as capital partner.
Standard Industries’ related investment platform 40 North Management LLC is a long-standing shareholder of Grace.