Omega Protein, a producer of Omega-3 fish oil and speciality fish meals, has completed the purchase of 9.27m Omega’s common shares from Zapata Corporation at US$5.125 per share.
The aggregate purchase price of the shares, which represent 36.5% of Omega’s outstanding stock, was $47.5m. Omega financed the purchase through a senior secured financing facility provided by Abelco Finance, an affiliate of Cerberus Capital. The facility provides a five-year $35m loan and a five-year $30m revolving credit facility.
If Zapata still owns any Omega shares nine months after the closing of the transaction, Omega has the option to purchase these at a price of $4.50 per share.
In connection with the share purchase, Zapata’s two representatives on Omega’s board, Avram A Glazer and Leonard DiSalvo, have resigned.
Joe von Rosenberg, president and CEO of Omega, commented: “We believe that the terms of the transaction are highly favourable to our stockholders and we anticipate that the transaction should be accretive to earnings per share in the future. Also, this transaction has allowed Zapata to substantially reduce its ownership position in an orderly fashion.”
The special committee of Omega directors, who were independent from Zapata, unanimously approved the deal.