Fairmount Santrol (NYSE:FMSA), a leading provider of
high-performance sand and sand-based product solutions and Unimin
Corporation (“Unimin”), a wholly owned subsidiary of SCR-Sibelco NV
(“Sibelco”), today announced the future executive leadership team
of the combined company, to serve effective upon completion of the
previously disclosed proposed transaction (the “merger”) between
Unimin and Fairmount Santrol.
As previously announced, Jenniffer Deckard will serve as
President, Chief Executive Officer and a member of the Board of
Directors of the combined company. Additional members of the
executive leadership team announced today include:
- Gerald Clancey will serve as Executive Vice President and Chief
Commercial Officer of the combined company, and will lead the
commercial operations for the combined company.
- Campbell Jones will serve as Executive Vice President and Chief
Operating Officer of the combined company, and will be responsible
for leading the combined company’s operations, engineering and
supply chain functions.
- Andrew Eich will serve as Executive Vice President and Chief
Financial Officer of the combined company, and will be responsible
for the combined company’s finance and accounting
functions.
- Brian Richardson will serve as Executive Vice President and
Chief Administrative Officer of the combined company, and will lead
the human resources, information technology, sustainable
development and other corporate functions.
“Today marks an important milestone as we work toward combining
Unimin and Fairmount Santrol to create a leader in proppant and
industrial materials solutions,” said Jenniffer Deckard, President
and Chief Executive Officer of Fairmount Santrol. “Fairmount
Santrol and Unimin both have exceptional talent across all levels,
which is underscored by the very balanced leadership team we have
assembled for the combined company post-close. We are confident
that the significant strengths of this leadership team, coupled
with our compatible cultures, will position the combined company
for success both immediately after closing and beyond.”
Michael Biehl, Fairmount Santrol’s current Executive Vice
President and Chief Financial Officer, will continue to serve in
his capacity as such through the close of the merger. He has also
agreed to stay on as Executive Vice President of the combined
company to assist with the combined company’s integration through
the 2018 financial reporting cycle. Mr. Biehl joined Fairmount
Santrol in 2016 during a challenging energy cycle, and under his
leadership, the company has achieved several significant
accomplishments, including refinancing its debt and orchestrating
two equity offerings in order to strengthen the company’s capital
structure, as well as securing Fairmount Santrol’s Kermit mine with
a long-term lease structure.
Deckard continued, “We are very pleased with the transitional
and long-term leadership plans put in place thus far. I want to
recognize all of our leaders for their continued dedication as we
plan for the combined company and to thank those, in particular,
who will be continuing in advisory roles following the closing to
help ensure a seamless transition and integration. I would like to
especially thank Michael Biehl for his dedicated and continued
leadership.”
Until the closing of the merger, the respective companies will
continue to operate under their current leadership structure and as
two separate organizations. The companies intend to publicly
announce the remaining individuals, in addition to Jenniffer
Deckard, to serve on the Board of Directors of the combined company
in the coming weeks.
The merger, which has been approved by the Boards of Directors
of both companies and received notice from the U.S. Federal Trade
Commission that early termination of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended,
was granted, is expected to close in mid-2018, subject to customary
closing conditions, including approval by Fairmount
Santrol stockholders.
About Jenniffer DeckardMs. Deckard has served
as President, Chief Executive Officer and Director of Fairmount
Santrol since 2013. Previously, Ms. Deckard served as President
from January 2011 until May 2013, Vice President of Finance and
Chief Financial Officer from 1999 until 2011, Corporate Controller
from 1996 to 1999, and Accounting Manager from 1994 until 1996. Ms.
Deckard serves on the Board of Directors for RPM International,
Inc. (NYSE:RPM). Ms. Deckard received a B.S. from the University of
Tulsa, her C.P.A. certification from the State of Missouri and
M.B.A. from Case Western Reserve University.
About Gerald ClanceyMr. Clancey has served as
Executive Vice President, Chief Commercial Officer at Fairmount
Santrol since 2015. In this role, he has responsibility for
Domestic and International Sales into the Proppant and Industrial
& Recreational (I&R) channels as well as leadership for
Supply Chain and Logistics. Previously, Mr. Clancey served as
Executive Vice President of Supply Chain and I&R sales since
2011, Vice President of Sales for I&R from 2002 to 2011, and
General Sales Manager for the Fairmount Santrol’s TechniSand
resin-coated foundry division from 1998 to 2002. Mr. Clancey
received a B.S. from Kent State University and M.B.A. from the
University of Notre Dame.
About Campbell JonesMr. Jones has served as
President and Chief Executive Officer of Unimin since 2015 and has
been a member of the Unimin Board since 2015. He has also served as
Group Chief Operating Officer of Sibelco since 2016. Mr. Jones has
been with Sibelco or its affiliates since 2000. He was Managing
Director of Sibelco Australia Limited from 2006 to 2014 and
Executive General Manager/Chief Operating Officer of Sibelco
Australia Limited from 2000 to 2006. Prior to joining Unimin, Mr.
Jones was Executive General Manager at Commercial Minerals from
1997 to 2000 and Managing Director at Envirotech Australia from
1992 to 1997. Mr. Jones received a B.E. in Metallurgical
Engineering from the University of New South Wales.
About Andrew EichMr. Eich has served as Senior
Vice President and Chief Commercial Officer of Unimin since June
2016 and has been a member of the Unimin Board since January 2016.
From 2012 to June 2016, Mr. Eich was Chief Financial Officer and
Vice President, Finance & Development and Treasury of Unimin.
From 2004 to 2012, Mr. Eich served in a variety of roles at Aetos
Capital, an Asia-focused real estate private equity firm, including
roles in M&A, portfolio management, corporate finance and
investor relations. Mr. Eich started his career at KPMG LLP in New
York, where he worked from 2002 to 2004 in KPMG’s assurance
practice. Mr. Eich received a B.A. in Management Economics from
Ohio Wesleyan University. Mr. Eich is a CPA (inactive) and CFA
charter holder.
About Brian RichardsonMr. Richardson has served
as Executive Vice President, Chief People Officer at Fairmount
Santrol since 2015. In this capacity, he provides leadership for
the company’s Human Resources, Information Technology, Risk
Management, Sustainable Development and Internal Communications
functions. Prior to joining the company, Mr. Richardson was Senior
Vice President of Human Resources for the Global Finishes Group of
The Sherwin-Williams Company. Mr. Richardson received a B.A. in
Finance from Baldwin-Wallace College and M.B.A. from The Ohio State
University.
About Fairmount SantrolFairmount Santrol is a
leading provider of high-performance sand and sand-based products
used by oil and gas exploration and production companies to enhance
the productivity of their wells. Fairmount Santrol also provides
high-quality products, strong technical leadership and applications
knowledge to end users in the foundry, building products, water
filtration, glass, and sports and recreation markets. Its expansive
logistics capabilities include a wide-ranging network of
distribution terminals and railcars that allow Fairmount Santrol to
effectively serve customers wherever they operate. As one of the
nation’s longest continuously operating mining organizations,
Fairmount Santrol has developed a strong commitment to all three
pillars of sustainable development, People, Planet and Prosperity.
Correspondingly, Fairmount Santrol’s motto and action orientation
is: “Do Good. Do Well.” For more information, visit
FairmountSantrol.com.
About UniminUnimin is an application-focused
minerals company providing materials solutions to its customers
drawing from a diversified product portfolio and the worldwide
production capabilities of Sibelco, its privately held parent
organization. Unimin is one of the largest producers of quartz
proppants for oil and natural gas stimulation and recovery and is a
leading supplier of multi-mineral product offerings to industrial
customers in glass, construction, ceramics, coatings, polymers and
foundry markets.
Unimin operates a portfolio of strategically located and long
life assets with 31 mining facilities with reserves (including one
facility currently under construction) and nine processing
facilities (one of which is inactive) that span the United States,
Mexico and Canada and serve a variety of energy and industrial
customers. Unimin’s broad portfolio of minerals including silica
sand, with feldspar, nepheline syenite, lime, clays (incl. kaolin),
calcium carbonate and olivine allows Unimin to offer a
multi-mineral product mix to its industrial customers. Unimin has
built long-standing relationships with its key customers and has a
broad customer base comprised of S&P 500 and blue chip
customers. Unimin operates an extensive logistics and distribution
network with access to five Class 1 railroads, a large number of
in-basin oil and gas operating terminals and strong unit-train
capabilities.
Forward-Looking Statements This press release
contains statements which, to the extent they are not statements of
historical or present fact, constitute “forward-looking” statements
within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended, and the Private Securities Litigation Reform Act
of 1995. All forward-looking statements involve risks and
uncertainties that may cause actual results to differ materially
from those expressed or implied in the forward-looking statements.
Important factors that could cause actual results to differ
materially from those anticipated or implied in forward-looking
statements are described in Fairmount Santrol’s Form 10-K under the
heading “Cautionary Statement Regarding Forward-Looking
Information”, as well as the information included in Fairmount
Santrol’s Current Reports on Form 8-K and other factors that are
set forth in management’s discussion and analysis of Fairmount
Santrol’s most recently filed reports with the SEC. Additional
important factors that could cause actual results to differ
materially from those indicated by forward-looking statements
include risks and uncertainties relating to: the merger not being
timely completed, if completed at all; if the merger is completed,
the impact of any undertakings required by the parties in order to
obtain regulatory approvals; prior to the completion of the merger,
Fairmount Santrol’s and/or Unimin’s respective businesses
experiencing disruptions due to transaction-related uncertainty or
other factors making it more difficult to maintain relationships
with employees, business partners or governmental entities; the
industry may be subject to future regulatory or legislative actions
that could adversely affect Fairmount Santrol’s and/or Unimin’s
respective businesses; and the parties being unable to successfully
implement integration strategies. While Fairmount Santrol and/or
Unimin may elect to update forward-looking statements at some point
in the future, Fairmount Santrol and Unimin specifically disclaim
any obligation to do so, even if estimates change and, therefore,
you should not rely on these forward-looking statements as
representing our views as of any date subsequent to today.
Additional InformationIn connection with the
merger, a registration statement on Form S-4 will be publicly filed
with the SEC. FAIRMOUNT SANTROL STOCKHOLDERS ARE ENCOURAGED TO READ
THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED
WITH THE SEC, INCLUDING THE PROXY STATEMENT/PROSPECTUS THAT WILL BE
PART OF THE REGISTRATION STATEMENT, WHEN THEY BECOME AVAILABLE,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
MERGER. The final proxy statement/prospectus will be mailed to
stockholders of Fairmount Santrol. Investors and security holders
will be able to obtain the documents free of charge at the SEC’s
website, www.sec.gov, or from Fairmount Santrol at its website,
FairmountSantrol.com, or by contacting Indrani Egleston at
440-214-3219 or Matthew Schlarb at 440-214-3284.
Participants in SolicitationFairmount Santrol
and its respective directors and executive officers may be deemed
to be participants in the solicitation of proxies in respect of the
merger. Information concerning Fairmount Santrol’s participants is
set forth in the proxy statement, dated April 6, 2017, for
Fairmount Santrol’s 2017 Annual Meeting of stockholders as filed
with the SEC on Schedule 14A. Additional information regarding the
interests of such participants in the solicitation of proxies in
respect of the merger will be included in the registration
statement and proxy statement/prospectus and other relevant
materials to be publicly filed with the SEC when they become
available.
Fairmount Santrol:
Indrani Egleston+1
440-214-3219Indrani.Egleston@fairmountsantrol.com
Matt Schlarb+1
440-214-3284Matthew.Schlarb@fairmountsantrol.com
Unimin:
Jennifer Fox+1-203-442-2287jfox@unimin.com
Media Contact:
Joele Frank, Wilkinson Brimmer KatcherSharon Stern / Adam
Pollack / Trevor Gibbons+1 212-355-4449
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