Sisecam Resources LP Announces the Delisting of Its Common Units and the Closing of the Acquisition by Sisecam Chemicals Wyoming LLC
26 May 2023 - 10:45PM
Business Wire
Sisecam Resources LP (“Partnership”
or “Sisecam”) (NYSE: SIRE) and Sisecam
Chemicals Resources LLC (“SCR”) today
announced that the transaction contemplated by the Agreement and
Plan of Merger dated as of February 1, 2023 (the “Agreement”) by and among the Partnership, Sisecam
Chemicals Newco LLC, Sisecam Resource Partners LLC, and Sisecam
Chemicals Wyoming LLC (“SCW”), a
wholly-owned subsidiary of SCR, was completed on May 26, 2023.
Pursuant to the Agreement, SCW acquired all of the Common Units
representing limited partner interests in the Partnership not held
by SCR or its affiliates for $25.00 per unit in cash. Due to the
closing of the transaction, the Partnership became a private
company and the Partnership’s Common Units have ceased to be
publicly traded on the New York Stock Exchange.
ADVISORS
SCR engaged Steptoe & Johnson LLP, Paul Hastings LLP and
Morris, Nichols, Arsht & Tunnell LLP as its legal advisors and
BofA Securities, Inc. as its financial advisor. The Conflicts
Committee engaged Potter Anderson & Corroon LLP as its legal
advisor and Evercore as its financial advisor.
Cautionary Statement Regarding Forward-Looking
Statements
This press release includes “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Exchange Act of 1934, as amended, including
statements related to our expectations regarding the future. We
have used the words “expect,” “intend,” “may,” “would,” “plan” and
similar terms and phrases to identify forward-looking statements.
Although we believe the assumptions upon which these
forward-looking statements are based are reasonable, any of these
assumptions could prove to be inaccurate and the forward-looking
statements based on these assumptions could be incorrect. Many of
the factors that will determine these results are beyond our
ability to control or predict. These factors include the
information included in Sisecam’s public disclosures and the risk
factors described in Part I, Item 1A in Sisecam’s Annual Report on
Form 10-K for the year ended December 31, 2022, filed with the SEC
on March 31, 2023 and Sisecam’s other filings with the SEC. In
particular, expressed or implied statements concerning future
actions, conditions or events, and statements concerning the
proposed transaction and the likelihood of a successful
consummation of the proposed transaction are forward-looking
statements. All future written and oral forward-looking statements
attributable to us or persons acting on our behalf are expressly
qualified in their entirety by the previous statements. The
forward-looking statements herein speak as of the date of this
press release. We undertake no obligation to update such statements
for any reason, except as required by law.
ABOUT SISECAM CHEMICALS RESOURCES LLC
Sisecam Chemicals Resources LLC, a Delaware limited liability
company and successor by conversion to Ciner Resources Corporation,
a former Delaware corporation, is owned 60% by Sisecam Chemicals
USA Inc., a wholly-owned subsidiary of Turkiye Sise ve Cam
Fabrikalari A.S. (“Sisecam Turkey”)
and 40% by Ciner Enterprises Inc., a wholly-owned subsidiary of We
Soda Ltd of London, UK (“Ciner”).
Sisecam Turkey is a global player in soda ash and chromium
chemicals, flat glass, glassware, glass packaging and glass fiber
sectors. Founded 87 years ago, it is one of the largest industrial
publicly-listed companies based in Turkey. With production
facilities in four continents and in 14 countries, Sisecam Turkey
is one of the largest glass and chemicals producers in the
world.
ABOUT SISECAM RESOURCES LP
Sisecam Resources LP, a master limited partnership, operates the
trona ore mining and soda ash production business of Sisecam
Wyoming LLC, one of the largest and lowest cost producers of
natural soda ash in the world, serving a global market from its
facility in the Green River Basin of Wyoming. The facility has been
in operation for more than 50 years.
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Investor Relations Nedim Kulaksızoğlu Chief Financial Officer
(770) 375-2321 nkulaksızoglu@sisecam.com
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