Apollo to Acquire U.S. Silica for $1.85 Billion
U.S. Silica Holdings has entered into a definitive agreement to be acquired by funds managed by affiliates of Apollo in an all-cash transaction that values the company at an enterprise value of approximately $1.85 billion.
Under the terms of the agreement, U.S. Silica stockholders will receive $15.50 per share in cash for each share of common stock owned as of the closing of the transaction. The per share purchase price of $15.50 represents a 18.7 percent premium to U.S. Silica’s closing share price of $13.06 on April 25, 2024 and a 33 percent premium to the company’s 90-day volume-weighted average share price for the period ended April 25, 2024.
Upon completion of the transaction, the company’s common stock will no longer be listed on the New York Stock Exchange, and the company will become a private company. U.S. Silica will continue operating under the U.S. Silica name and brand and will continue to be led by Bryan Shinn and the current executive team.
“We are pleased to reach this agreement with Apollo funds, which we believe will provide our stockholders with compelling, certain, cash value for their shares. Apollo funds have a strong investment record in the minerals and mining sector and are committed to helping us achieve our long-term objectives while maintaining our core values and customer-centric approach,” said Charles Shaver, chairman of the U.S. Silica board of directors.
“U.S. Silica has been a leader in the industrial silica and minerals industry for 124 years, and this agreement is a great outcome for our stockholders that paves the way for the company’s continued success well into the future. By partnering with Apollo Funds, we gain significant resources, deep industry expertise and enhanced flexibility as a private company to pursue the many market opportunities in front of us and invest in innovative capabilities that enable value-added offerings for customers,” said Bryan Shinn, chief executive officer, U.S. Silica.
“U.S. Silica has long benefitted from our large-scale production, high-quality reserve base, geographically advantaged footprint, low-cost platform, and strong customer relationships. Our ability to take this step from a position of strength is a testament to this excellent foundation and the dedication of our employees. I’m incredibly excited about the path ahead,” added Shinn.
“We have tremendous respect for U.S. Silica and its talented management team and employees, and are thrilled to partner with them to unlock the company’s next phase of growth. U.S. Silica’s industrial minerals and sand mining and logistics businesses each are proven leaders in their respective markets,” said Gareth Turner, partner at Apollo.
“We believe there are many opportunities to grow and expand these businesses and we look forward to using our significant industry experience to build on and extend the company’s legacy of excellence to new frontiers,” added Turner.
The transaction, which has been unanimously approved by U.S. Silica’s board of directors, is expected to close in the third quarter of 2024, subject to customary closing conditions, including approval by U.S. Silica stockholders and receipt of regulatory approvals.
U.S. Silica Holdings 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, U.S. Silica 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. U.S. Silica’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.
Apollo is a high-growth, global alternative asset manager. In its asset management business, they seek to provide 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, their investing expertise across its fully integrated platform has served the financial return needs of clients and provided businesses with innovative capital solutions for growth. Through Athene, our retirement services business, they specialize in helping clients achieve financial security by providing a suite of retirement savings products and acting as a solutions provider to institutions. As of December 31, 2023, Apollo had approximately $651 billion of assets under management.
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