One Rock Capital Partners LLC agreed to acquire specialty chemicals producer Innophos Holdings Inc. for approximately $932 million, including debt.
The middle-market private equity firm will acquire all the outstanding shares of Innophos at $32.00 apiece in cash, which represents an 18% premium to the 30-trading day volume-weighted average closing share price of Innophos' common stock ended Sept. 9.
Innophos produces essential ingredients used by food, health, nutrition and industrial markets.
The transaction, approved unanimously by the board of Innophos, is expected to close in the first quarter of 2020, subject to stockholder and regulatory approvals and other customary closing conditions. Innophos will become a privately held company upon the deal's completion.
As part of the agreement, Innophos has a 30-day "go-shop" period to solicit alternative acquisition proposals.
One Rock intends to fund the transaction through a combination of committed equity financing by its affiliates in addition to committed debt financing from several financial institutions.
Lazard and Baker Botts LLP are serving as the respective exclusive financial adviser and legal counsel to Innophos. Latham & Watkins LLP is the legal counsel to One Rock, and RBC Capital Markets LLC is its financial adviser.