Innophos Stockholders Approve Acquisition by One Rock Capital Partners
15 Januar 2020 - 10:05PM
Business Wire
Innophos Holdings, Inc. (“Innophos” or the “Company”)
(NASDAQ:IPHS), a leading international producer of essential
ingredients, announced that at a special meeting of stockholders
held today, the Company’s stockholders voted to approve and adopt
the previously announced acquisition of the Company by an affiliate
of One Rock Capital Partners, LLC (“One Rock”), a leading
middle-market private equity firm.
Innophos stockholders overwhelmingly approved the transaction,
with more than 99 percent of the votes cast at the special meeting
voting in favor of the merger agreement, representing approximately
83 percent of issued and outstanding shares of Innophos common
stock as of November 25, 2019, the record date for the special
meeting.
The Company’s stockholders also approved, on a non-binding
advisory basis, the compensation that may be paid or may become
payable to the Company’s named executive officers in connection
with, or following, the consummation of the merger contemplated by
the merger agreement.
The closing of the transaction is anticipated to occur in
February 2020. At the closing, Innophos will become a privately
held company and shares of Innophos’ common stock will no longer be
listed on any public market.
About Innophos
Innophos is a leading international producer of essential
ingredients. We partner with world-leading health & nutrition,
food & beverage and industrial brands to create science-based
solutions that improve quality of life. Our knowledgeable teams
apply science to unlock the potential that lies within the blends
and formulations that we deliver. Forward-thinking and
people-centric at heart, we execute with purpose and efficiency to
create value in everything we do. Headquartered in Cranbury, New
Jersey, Innophos has manufacturing operations across the United
States, in Canada, Mexico and China. For more information, please
visit www.innophos.com
About One Rock Capital Partners, LLC
One Rock makes controlling investments in companies with
potential for growth and operational improvement using a rigorous
approach that utilizes highly experienced Operating Partners to
identify, acquire and enhance businesses in select industries. The
involvement of these Operating Partners affords One Rock the
ability to conduct due diligence and consummate acquisitions and
investments in all types of situations, regardless of complexity.
One Rock works collaboratively with company management and its
Operating Partners to develop a comprehensive business plan focused
on growing the enterprise and its profitability to enhance
long-term value. For more information, visit
www.onerockcapital.com.
Forward-Looking Statements
This news release includes statements that are forward-looking
statements made pursuant to the safe harbor provisions of Section
27A of the Securities Act of 1933, as amended, Section 21E of the
Securities Exchange Act of 1934, as amended, and the Private
Securities Litigation Reform Act of 1995, including statements
regarding the closing of the proposed acquisition of Innophos and
any other statements regarding Innophos’ future expectations,
beliefs, plans, objectives, financial conditions, assumptions or
future events or performance that are not historical facts. The
words “anticipate,” “believe,” “ensure,” “expect,” “if,” “intend,”
“estimate,” “probable,” “project,” “forecasts,” “predict,”
“outlook,” “aim,” “will,” “could,” “should,” “would,” “potential,”
“may,” “might,” “anticipate,” “likely,” “plan,” “positioned,”
“strategy,” and similar expressions or other words of similar
meaning, and the negatives thereof, are intended to identify
forward-looking statements. This information may involve risks and
uncertainties that could cause actual results to differ materially
from such forward-looking statements. These risks and uncertainties
include, but are not limited to: the timing to consummate the
proposed transaction; satisfaction of the conditions to closing of
the proposed transaction may not be satisfied; the risk that a
regulatory approval that may be required for the proposed
transaction is not obtained or is obtained subject to conditions
that are not anticipated; the diversion of management’s time by
transaction-related issues. Additional information concerning
factors that could cause actual results to differ materially from
those expressed in forward-looking statements is contained in the
Company’s most recently filed periodic reports and in other filings
made by the Company with the Securities and Exchange Commission
(the “SEC”) from time to time. Innophos cautions against putting
undue reliance on forward-looking statements or projecting any
future results based on such statements. Forward-looking statements
speak only as of the date of the particular statement, and Innophos
does not undertake to update any forward-looking statements
contained herein.
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version on businesswire.com: https://www.businesswire.com/news/home/20200115005614/en/
Investor Contact Mark Feuerbach Innophos 609-366-1204
investor.relations@innophos.com Media Contact Ryan Flaim
Sharon Merrill Associates 617-542-5300
iphs@investorrelations.com
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