TMS International and The Pritzker Organization (TPO) announced a definitive merger agreement under which business interests of certain members of the Pritzker family will acquire TMS in an all-cash transaction valued at approximately $1 billion, including refinanced third-party debt.
TPO said the transaction will be financed through a combination of debt and equity commitments, and is not conditioned upon the consummation of such financing. Goldman Sachs Bank USA and J.P. Morgan are providing committed debt financing.
Committed equity funding is being provided by business interests of Tom Pritzker and Gigi Pritzker. BofA Merrill Lynch is acting as financial advisor to TMS and Kaye Scholer is advising TMS on legal matters in connection with the transaction.
Goldman Sachs and J.P. Morgan Securities are acting as financial advisors to TPO and Latham & Watkins is acting as legal advisor to TPO and the Pritzker family business interests.
Through its subsidiaries, including Tube City IMS Corporation, TMS is the largest provider of outsourced industrial services to steel mills in North America as measured by revenue and has a substantial and growing international presence. TMS operates 36 brokerage offices from which it buys and sells raw materials across five continents.