Fort Lauderdale, Florida-based SEACOR Holdings has announced that it has entered into a definitive agreement to take the company private in a deal that values the company at approximately $1 billion.
The agreement was signed with an affiliate of American Industrial Partners (AIP), a New York-based private equity firm. The all-cash transaction values the NYSE-listed holding company at $1 billion, including net debt.
Under the term of the agreement, AIP will commence a tender offer to acquire all outstanding shares of SEACOR for $41.50 per share in cash, representing a 14% premium to the company’s closing stock price on December 4, 2020. The agreement has been approved by SEACOR’s board of directors and they recommend that SEACOR stockholders tender their shares in the offer. As of September 30, 2020, the total shares outstanding were 20,372,510.
“This transaction is an exciting next step for SEACOR, delivering stockholders an immediate and meaningful premium for their shares and providing the Company with access to additional growth capital and financial flexibility,” said Charles Fabrikant, co-founder, Executive Chairman and Chief Executive Officer of SEACOR. Fabrikant will step down upon closing of the transaction. “AIP is an ideal partner for SEACOR that recognizes the value of its unique, diversified platform and management looks forward to leveraging their investment and operational expertise in pursuing industry consolidation and other growth opportunities across all our businesses. AIP has demonstrated success investing in and growing industrial, services, and marine businesses, and I am confident our employees and customers will greatly benefit from this partnership.”
The proposed transaction is expected to close by the end of the first quarter of 2021. Closing is subject to certain closing conditions, including the tender of shares representing at least two-thirds of the total number of SEACOR’s outstanding shares.
“We are thrilled to partner with SEACOR’s talented management team and welcome its family of businesses and employees into the American Industrial Partners portfolio,” said Jason Perri, Partner of AIP. “SEACOR has demonstrated a unique combination of proven investment acumen and a track record as a first-class operator of businesses across various end markets, including the Jones Act marine space. These attributes align perfectly with AIP’s core skill sets and mission, and we are excited to help usher SEACOR into its next phase of growth.”
Founded in 1989, SEACOR Holdings is a holding company specializing ocean and inland transportation and logistics, crisis management, mitigation and recovery, and transforming energy use to cleaner alternatives. Its company’s include Seabulk Towing, Waterman Logistics, SEACOR Island Lines, SCF, Witt O’Brien’s, and CLEANCOR Energy Solutions. It also has interests in several strategic joint ventures around the world.
SEACOR Holdings recently reported third quarter net income attributable to stockholders of $3.2 million, $0.16 per diluted share, compared to $6.4 million, or $0.32 per diluted share, in the third quarter of 2019.
Upon closing of the transaction, Charles Fabrikant will step down from his executive positions and Eric Fabrikant, SEACOR’s current Chief Operating Officer, will assume the role of Chief Executive Officer.
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