Solenis, a manufacturer of specialty chemicals used in water-intensive industries, and a portfolio company of Platinum Equity since 2021, is to acquire hygiene, infection prevention and cleaning solutions provide Diversey, in an all-cash transaction valued at an enterprise value of approximately $4.6 billion.Â
Solenis, a manufacturer of specialty chemicals used in water-intensive industries, and a portfolio company of Platinum Equity since 2021, is to acquire hygiene, infection prevention and cleaning solutions provide Diversey, in an all-cash transaction valued at an enterprise value of approximately $4.6 billion.
Bain Capital, which invested in Diversey in 2017 and subsequently took the company public in 2021, is currently the largest shareholder of Diversey. Under the terms of the transaction, Diversey shareholders (other than shareholders affiliated with Bain Capital), will receive $8.40 per share in cash, which represents a premium of approximately 41.0% over Diversey’s closing share price on 7 March, 2023, the last full trading day prior to the transaction announcement, and a premium of approximately 59.0% over Diversey’s 90-day volume-weighted average price (VWAP).
Bain Capital will receive $7.84 per share in cash and will rollover a portion of its shares of Diversey into an affiliate of Solenis in exchange for common and preferred units.
Upon completion of the merger, Diversey will become a private company.
Solenis intends to finance the transaction with a combination of committed debt and equity financing, including the contribution by Bain Capital.
The merger is expected to be completed in the second half of 2023, subject to the satisfaction of customary closing conditions, including approval by Diversey shareholders.
