Innophos shareholders approve $932m acquisition by One Rock Capital

Innophos Holdings in the US has announced that its stockholders have voted in favour of the acquisition by an affiliate of One Rock Capital Partners.

The essential ingredients producer’s shareholders have approved the $932m acquisition by an affiliate of One Rock Capital Partners, a middle-market private equity firm.

Innophos said that 99% of the stockholders have voted in favour of the merger. They represent nearly 83% of the issued and outstanding shares of Innophos common stock as of 25 November 2019.

It also approved, on a non-binding advisory basis, that the payment 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 parties involved expect the deal to close in February 2020.

Innophos will become a privately held company. Its shares in common stock will no longer be listed on any public market.

The deal was first announced in October last year when an affiliate of One Rock Capital entered into an agreement with Innophos Holdings to acquire all the outstanding shares of Innophos by paying $32 per share in cash.

Innophos’ Board of Directors unanimously approved the deal.

To finance the transaction, One Rock Capital Partners intends to make use of a committed equity financing provided by affiliates of One Rock, as well as committed debt financing from several financial institutions.

For this transaction, Lazard is acting as the exclusive financial advisor to Innophos, and Baker Botts served as its legal counsel.

Latham & Watkins is acting as the legal counsel to One Rock, and RBC Capital Markets is acting as its financial advisor with respect to the transaction.