J.P. Morgan Securities. J.P. Morgan Securities, Goldman Sachs and BMO Capital Markets provided financing to support Darling International’s acquisition of Vion Ingredients shares, a division of Vion Holding N.V. for approximately €1.6 billion ($2.17 billion)in cash. K&L Gates and Clifford Chance served as legal counsel.
Darling plans to finance the transaction through a combination of bank debt, public debt and equity, and expects this purchase, excluding one-time charges, before synergies, and pro forma for financing to be immediately accretive to earnings per share.
Closing is anticipated in January 2014 subject to customary regulatory approvals and finalization of the required employee consultations in the Netherlands.
Randall C. Stuewe, Darling International’s Chairman and CEO said, “Our vision of creating a sustainable ingredients business for a growing population is well on its way. The combination of Vion Ingredients with Darling International will create the global leader in converting edible and inedible bio-nutrients streams into specialty products and ingredients for the food, feed, fuel, fertilizer and pharmaceutical industries. We are truly excited to have the opportunity to join forces with the Vion Ingredients management team and bring this transformational platform to our suppliers, customers and employees. Furthermore, this transaction will further diversify Darling International’s revenue and EBITDA profile both geographically and from a product line point of view.”
Vion Ingredients, its brands and geographies will continue to be led by CEO Dirk Kloosterboer. In addition to his current responsibilities, upon closing, Dirk will be named COO of Darling International and be appointed to the Darling International Board of Directors.
Dirk Kloosterboer said, “We are very excited to become part of the Darling International group and its heritage. Under its new ownership, we will be able to execute our growth ambitions and provide our employees, customers and suppliers with a unique global platform, driving further product innovation and penetration of new markets.”
Vion Ingredients, headquartered in Son en Breugel, the Netherlands, is a worldwide leader in the development and production of specialty ingredients from animal origin for applications in pharmaceuticals, food, feed, pet food, fertilizer and bioenergy.
Darling International is a provider of rendering and bakery residuals recycling solutions to the nation’s food industry. The company recycles beef, poultry and pork by-product streams into useable ingredients such as tallow, feed-grade fats, meat and bone meal, poultry meal and hides. The company also recovers and converts used cooking oil and commercial bakery residuals into valuable feed and fuel ingredients.