KATY,
Texas, July 16, 2024 /PRNewswire/ -- U.S. Silica
Holdings, Inc. (NYSE: SLCA) (the "Company"), a diversified
industrial minerals company and a leading last-mile logistics
provider to the oil and gas industry, announced today that its
previously announced agreement to be acquired by funds managed by
affiliates of Apollo (NYSE: APO)
("Apollo"), one of the world's
premier investment firms, in an all-cash transaction (the
"Merger"), was approved at a special meeting of the Company's
stockholders (the "Special Meeting") on July
16, 2024. The closing of the Merger remains subject to the
terms and conditions of the agreement. Subject to such terms and
conditions, the Company expects that closing of the Merger will
occur before the end of the current quarter.
Approximately 78% of the Company's outstanding shares were voted
at the Special Meeting, and the Merger was approved by over 75% of
the Company's outstanding shares. The Company will be filing the
final voting results in a Current Report on Form 8-K with the U.S.
Securities and Exchange Commission (the "SEC").
About U.S. Silica
U.S. Silica Holdings, Inc. is a global performance materials
company and is a member of the Russell 2000. The Company is a
leading producer of commercial silica used in the oil and gas
industry and in a wide range of industrial applications. Over its
124-year history, the Company has developed core competencies in
mining, processing, logistics and materials science that enable it
to produce and cost-effectively deliver over 800 diversified
products to customers across our end markets.
The Company's wholly-owned subsidiaries include EP Minerals and
SandBox Logistics™. EP Minerals is an industry leader in the
production of products derived from diatomaceous earth, perlite,
engineered clays, and non-activated clays. SandBox
Logistics™ is a state-of-the-art leader in proppant storage,
handling and well-site delivery, dedicated to making proppant
logistics cleaner, safer and more efficient. The Company has 26
operating mines and processing facilities and two additional
exploration stage properties across the
United States and is headquartered in Katy, Texas.
About Apollo
Apollo Global Management, Inc. is a high-growth, global
alternative asset manager. In our asset management business, we
seek to provide our clients excess return at every point along the
risk-reward spectrum from investment grade to private equity with a
focus on three investing strategies: yield, hybrid, and equity. For
more than three decades, our investing expertise across our fully
integrated platform has served the financial return needs of our
clients and provided businesses with innovative capital solutions
for growth. Through Athene, our retirement services business, we
specialize in helping clients achieve financial security by
providing a suite of retirement savings products and acting as a
solutions provider to institutions. Our patient, creative, and
knowledgeable approach to investing aligns our clients, businesses
we invest in, our employees, and the communities we impact, to
expand opportunity and achieve positive outcomes. As of
December 31, 2023, Apollo had approximately $651 billion of assets under management. To learn
more, please visit www.apollo.com.
Forward-Looking Statements
This communication contains forward-looking statements.
These forward-looking statements generally can be identified by
phrases such as "anticipate," "believe," "expect," "estimate,"
"plan", "outlook" and "project" or other words or phrases of
similar import. These statements are based on current expectations,
estimates and projections about the industry, markets in which the
Company operates, management's beliefs, assumptions made by
management and the transactions described in this
communication. While the Company's management believes the
assumptions underlying the forward-looking statements and
information contained herein are reasonable, such information is
necessarily subject to uncertainties and may involve certain risks,
many of which are difficult to predict and are beyond management's
control. These risks include, but are not limited to: (1) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the Agreement and Plan of Merger,
dated as of April 26, 2024, by and
among the Company, Star Holding LLC and Star Merger Co. (the
"Merger Agreement"); (2) the nature, cost and outcome of any
litigation and other legal proceedings, including any such
proceedings related to the proposed Merger that may be instituted
against the parties to the Merger Agreement or others; (3) the
inability to consummate the proposed Merger within the anticipated
time period, or at all, due to any reason, including the failure to
satisfy the conditions to the completion of the proposed Merger;
(4) risks that the proposed Merger disrupts current plans and
operations of the Company or diverts management's attention from
its ongoing business; (5) the ability to recognize the anticipated
benefits of the proposed Merger; (6) the amount of the costs, fees,
expenses and charges related to the proposed Merger; (7) the risk
that the Merger Agreement may be terminated under circumstances
requiring the Company to pay a termination fee; (8) the effect of
the announcement of the proposed Merger on the ability of the
Company to retain and hire key personnel and maintain relationships
with its customers, suppliers and others with whom it does
business; (9) the effect of the announcement of the proposed Merger
on the Company's operating results and business generally; (10) the
risk that the Company's stock price may decline significantly if
the proposed Merger is not consummated; and (11) the other risks
and important factors contained and identified in the Company's
filings with the SEC, such as the definitive proxy statement on
Schedule 14A filed by the Company on June
11, 2024 in connection with the Special Meeting, as
supplemented on July 8, 2024, and the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 2023, as well as
the Company's subsequent Quarterly Reports on
Form 10-Q or Current Reports on Form 8-K filed
from time to time, any of which could cause actual results to
differ materially from the forward-looking statements in this
communication.
There can be no assurance that the proposed Merger will in fact
be consummated. We caution investors not to unduly rely on any
forward-looking statements. The forward-looking statements speak
only as of the date of this communication. The Company undertakes
no obligation or duty to update or revise any of these
forward-looking statements after the date of this communication,
nor to conform prior statements to actual results or revised
expectations, and the Company does not intend to do so.
U.S. Silica Contact
Ida
Ashley
Vice President, Human Resources
ashleyi@ussilica.com
Tracey Timpanaro
Corporate Communications Specialist
timpanaro@ussilica.com
Apollo Contact
Noah
Gunn
Global Head of Investor Relations
(212) 822-0540
IR@apollo.com
Joanna Rose
Global Head of Corporate Communications
(212) 822-0491
Communications@apollo.com
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SOURCE U.S. Silica Holdings, Inc.