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OM Group, Inc. (NYSE: OMG) ("OM Group") today announced the successful completion of its agreement to be acquired by funds (the "Apollo Funds") managed by affiliates of Apollo Global Management, LLC (together with its consolidated subsidiaries, "Apollo") (NYSE: APO), in partnership with an affiliate of Platform Specialty Products Corporation.
On June 1, 2015, OM Group, the Apollo Funds and Platform announced that they had entered into a merger agreement whereby OM Group stockholders were entitled to receive $34.00 per share in cash, representing a 28% premium above OM Group's closing share price on May 29, 2015, the last trading day prior to the announcement of the merger.
As a result of the transactions, OM Group has become a privately-held subsidiary of the Apollo Funds, and OM Group's common stock is no longer trading on the New York Stock Exchange, effective today. Immediately following the completion of the merger transaction, Platform has acquired OM Group's Electronic Chemicals and Photomasks businesses, excluding certain assets in Malaysia, which Platform has entered into an agreement to acquire from affiliates of the Apollo Funds in a separate transaction that is expected to close in January 2016, subject to customary closing conditions. The remaining three OM Group businesses, including the Magnetic Technologies, Battery Technologies and Advanced Organics businesses, will be retained by the Apollo Funds.
"We are excited to complete the acquisition of these three leading businesses from OM Group, adding to our chemicals and materials sciences portfolio," said Scott Kleinman, Lead Partner of Apollo's Private Equity business.
Joseph M. Scaminace, Chairman and Chief Executive Officer of OM Group, said, "We are pleased that our strategic transformation of OM Group into an attractive portfolio of differentiated businesses with strong foundations has enabled us to maximize value for our stockholders. I thank our dedicated associates for their hard work to position the Company for this favorable outcome, and also thank our customers for their support and loyalty. Going forward, our customers will continue to receive high-quality products and services, innovation and applications expertise to meet their needs."
Platform COO Benjamin Gliklich said, "We are very excited to bring these highly-complementary businesses into the Platform family and further develop our Performance Applications segment."
The Apollo Funds also announced the appointment of James Voss as Chief Executive Officer of the company. Mr. Voss will succeed Mr. Scaminace, who will step down from his position as Chairman and CEO of the company, effective immediately. Mr. Voss has been in the chemicals & specialty materials industries for the last 20 years including as an operating partner to the Apollo Funds since 2012 within these verticals. Prior to working with Apollo he was the EVP and COO of Solutia.
"We have been fortunate to work with Jim over the last four-plus years on multiple investment opportunities in the chemical industry and we could not be more excited to have him lead OM Group as the company enters into a new chapter in its life," said Samuel Feinstein, senior investment professional of Apollo's Private Equity business.
BNP Paribas served as financial advisor to OM Group, and Deutsche Bank Securities Inc. served as financial advisor to OM Group's Board of Directors. Jones Day served as legal counsel to OM Group. Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal advisor to the Apollo Funds and Lazard and Credit Suisse acted as financial advisors to the Apollo Funds. The debt financing for the Apollo Funds was provided by Credit Suisse and Sumitomo Mitsui Banking Corporation. Greenberg Traurig LLP acted as legal advisor to Platform.
About OM Group
OM Group is a technology-driven diversified industrial company serving attractive global markets, including automotive systems, aerospace and defense, industrial and medical. Its business platforms use innovation and technology to address customers' complex applications and demanding requirements.
Apollo Global Management, LLC is a leading global alternative investment manager with offices in New York, Los Angeles, Houston, Chicago, Bethesda, Toronto, London, Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong and Shanghai. As of June 30, 2015, Apollo had assets under management of approximately $163 billion in private equity, credit and real estate funds invested across a core group of nine industries where Apollo has considerable knowledge and resources.
Platform is a global, diversified producer of high-technology specialty chemicals and provider of technical services. The business involves the formulation of a broad range of solutions-oriented specialty chemicals, which are sold into multiple industries, including agrochemical, animal health, electronics, graphic arts, plating, and offshore oil production and drilling.