Univar Solutions and Apollo announced today that funds managed by Apollo affiliates have entered into a definitive merger agreement to acquire the Company in an all-cash transaction valued at approximately $8.1 billion. The transaction includes a minority investment from an Abu Dhabi Investment Authority subsidiary.
According to the terms of the agreement, Univar Solutions shareholders will receive $36.15 per share in cash, representing a 20.6% premium over the Company’s undisturbed closing stock price on November 22, 2022. The transaction consideration also represents a 33.6% premium over Univar Solutions’ volume-weighted average price for the 30 trading days ending November 22, 2022.
The merger agreement, which has been unanimously approved by the Univar Solutions Board of Directors, provides that Univar Solutions shareholders will receive $36.15 in cash for each share of common stock they own.
The transaction will be funded by Apollo Funds equity, a minority equity investment from an ADIA wholly owned subsidiary, and a committed debt financing package.
The transaction is expected to close in the second half of 2023, subject to customary closing conditions such as shareholder approval and regulatory approvals. There is no financing condition on the transaction.
Shares of Univar Solutions common stock will no longer trade on the New York Stock Exchange after the transaction is completed, and Univar Solutions will become a privately held company. Univar Solutions will continue to operate globally under the Univar Solutions name and brand.
The foregoing description of the merger agreement and the transactions contemplated by it is subject to, and qualified in its entirety by reference to, the full terms of the merger agreement, which Univar Solutions will file as an exhibit to a Current Report on Form 8-K with the U.S. Securities and Exchange Commission.