Balmoral Funds LLC completed the acquisition of Trecora Resources.
The closing of the transaction is subject to customary closing conditions, including the expiration or termination of certain regulatory periods and the tender of shares representing at least a majority of Trecora's outstanding common stock to Balmoral. As of May 25, 2022, the parties have determined that a filing under the HSR Act is not required and desire to amend the Merger Agreement. The transaction was unanimously approved by the Trecora Board of Directors and have determined that the transaction is fair to and in the best interests of Trecora and its stockholders, and recommended that the stockholders of Trecora accept the Offer and tender their Shares in the Offer. The board of directors of Balmoral has approved the transaction. The transaction is expected to close in the third quarter of 2022.
Guggenheim Securities acted as exclusive financial advisor and fairness opinion provider, and Benjamin Wills of Morgan, Lewis & Bockius LLP and Vinson & Elkins L.L.P. acted as the legal advisors to Trecora. Piper Sandler & Co. acted as financial advisor and Kipp B Cohen, James Barnes and Alan Lieblich of Blank Rome LLP acted as legal advisors to Balmoral.
Balmoral Funds LLC completed the acquisition of Trecora Resources (NYSE:TREC) on June 24, 2022. The tender offer expired at 12:00 A.M., New York City time on June 24, 2022. As of the expiration of the tender offer, a total of 16,781,352 Shares were validly tendered and not withdrawn from the tender offer, representing approximately 70.73% of the aggregate voting power of the Shares. The number of Shares validly tendered and not withdrawn pursuant to the Offer satisfies the Minimum Condition. All conditions to the Offer having been satisfied or waived. As a result of its acceptance of the Shares tendered in the tender offer, Balmoral Funds LLC acquired a sufficient number of Shares to close the merger without the affirmative vote of stockholders of Trecora. In connection with the merger, the remaining outstanding shares will be converted into the right to receive $9.81 per Share in cash. As a result of the tender offer and the merger, Trecora will become a privately-held, indirect wholly-owned subsidiary of Balmoral and Trecora's common stock will cease trading on the New York Stock Exchange.