The companies are also pleased to announce the approval by a majority of Fairmount Santrol shareholders at the special shareholder meeting held May 25, 2018.
At the time of close, which is expected to be June 1, 2018, the combined company will be named Covia Holdings Corporation (“Covia”) and will begin trading on the New York Stock Exchange under the ticker symbol “CVIA”.
Fairmount Santrol president and CEO Jenniffer Deckard said: “Covia will bring together the strengths of both companies to create an industry leader in mineral and material solutions for the Energy and Industrial markets. Covia will be strongly positioned to serve customers’ needs through our broad array of high-quality products, distinctive technical capabilities, and the industry’s most comprehensive production and distribution network.
“We believe these competitive advantages will enable us to achieve our targeted synergy goals while creating greater value for all of our stakeholders.”
Deckard added: “We are very proud of the people at both legacy companies and would like to thank everyone for all they have done to help us achieve our goal of creating an industry leader. We have a very talented team and I look forward to what we will accomplish together at Covia.”
The merger is expected to be partially financed with a seven-year $1.65 billion Senior Secured Term Loan (“Term Loan”) and a five-year $200 million Senior Secured Revolving Credit Facility (“Revolving Credit Facility”) committed to, and subsequently syndicated by, Barclays and BNP Paribas.
The Term Loan and Revolving Credit Facility is expected to initially bear interest at a rate of Libor +3.75% and Libor +3.50%, respectively.
The interest rate on both the Term Loan and Revolving Credit Facility will be tied to an interest rate grid based on Covia’s leverage ratio. The Term Loan and Revolving Credit Facility will close and fund in conjunction with the merger transaction.
Source: Company Press Release.
