TORONTO _ Chemtrade Logistics Income Fund (TSX:CHE.UN) says it has reached an agreement to purchase Canexus Corp. (TSX:CUS) for about $300 million cash, following months of resistance by the Calgary-based chemical company.
Chemtrade says under the agreement, Canexus shareholders will receive $1.65 in cash per common share, which represents a 33 per cent premium over the closing price on TSX as of Sept. 13, just before Chemtrade announced its initial proposal.
The new price is up from an earlier bid of $1.50 per share that Canexus urged its shareholders to reject. The stock closed Thursday, before the announcement, at $1.64. At that price, Canexus had a market value of just over $300 million.
The board of Canexus is now unanimously recommending the deal be accepted by shareholders, who will consider the sale at a special meeting expected to be held in early February.
The sale is subject to a number of conditions, including court and regulatory approvals.
Canexus has agreed to pay $25 million to Chemtrade if the deal is terminated because of a superior, rival offer. Chemtrade would pay $8 million to Canexus if the deal isn’t completed sole due to failure to get regulatory approvals.
Toronto-based Superior Plus had pulled out of a deal to buy Canexus earlier this year following comments by the U.S. Federal Trade Commission that it would try to block the transaction because of its impact on competition in North America’s sodium chlorate market.
Toronto-based Chemtrade is one of North America’s largest suppliers of sulphuric acid and also produces a host of other chemical products.
“We are very pleased to have reached an agreement with Canexus resulting in a mutually beneficial outcome for Canexus shareholders and Chemtrade unitholders,” said Chemtrade CEO Mark Davis.
He said the sale will while further diversify the company’s North American operations and allow it to “enter attractive South American markets.”