PHILADELPHIA and NEW YORK — AgroFresh Solutions, Inc has announced the closing of its previously announced go-private transaction with investment funds affiliated with Paine Schwartz Partners (“Paine Schwartz”), a global leader in sustainable food chain investing.
The transaction was announced on November 22, 2022, and approved at a Special Meeting of Stockholders held on March 30, 2023.
Clint Lewis, Chief Executive Officer of AgroFresh, said, “I would like to extend my sincere appreciation to all of the Company’s stockholders for their support and trust over our eight-year history as a public company. Completing this transaction with Paine Schwartz marks an exciting new chapter for the business, creating significant opportunities for AgroFresh to build upon our diversification strategy and further support our customers in their efforts to grow and distribute an abundant supply of sustainable fresh produce around the world.”
Kevin Schwartz, Chief Executive Officer of Paine Schwartz, said, “We are pleased to complete this transaction and to support AgroFresh as it moves forward as a private company. We believe that with a stronger financial foundation, AgroFresh will be even better positioned to unlock value and capture growth opportunities as the Company meets the increasing demand for fresh solutions. We look forward to working closely with the AgroFresh team in this next phase as the Company pursues expansion initiatives, invests in innovation and advances its mission of preventing food waste and conserving the planet’s resources.”
On March 31, 2023, trading of AgroFresh’s common stock was suspended on the NASDAQ Stock Exchange (the “NASDAQ”), and AgroFresh has requested that its common stock be delisted from the NASDAQ.
AgroFresh is an AgTech innovator and global leader with a mission to reduce food loss/waste and conserve the planet’s resources by providing a range of science-based solutions, data-driven digital technologies and high-touch customer services. AgroFresh supports growers, packers and retailers with solutions across the food supply chain to enhance the quality and extend the shelf life of fresh produce. The AgroFresh organization has 40 years of post-harvest experience across a broad range of crops, including revolutionizing the apple industry with the SmartFresh™ Quality System for more than 20 years. This is powered by a comprehensive portfolio that includes plant-based coatings, equipment and proprietary solutions that help improve the freshness supply chain from harvest to the home. Visit agrofresh.com to learn more.
™Trademark of AgroFresh Inc.
About Paine Schwartz Partners
A global leader in sustainable food chain investing, Paine Schwartz Partners is a private equity firm focused exclusively on investment opportunities in the fast-growing, dynamic global food and agribusiness sectors. The firm’s investment, operations and finance professionals invest throughout cycles across the food and agribusiness value chain, and bring a collaborative and active management approach to portfolio companies. For further information, please see www.paineschwartz.com.
Cautionary Statement Regarding Forward-Looking Statements
This communication includes forward-looking statements. These forward-looking statements generally can be identified by phrases such as “may,” “will,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates,” “estimate,” “intend,” “continue,” “believe” or other words or phrases of similar import. These statements are based on current expectations, estimates and projections about the industry and markets in which AgroFresh operates and management’s beliefs and assumptions as to the timing and outcome of future events, including the transactions described in this communication. While AgroFresh’s management believe the assumptions underlying the forward-looking statements are reasonable, such information is necessarily subject to uncertainties and may involve certain risks, many of which are difficult to predict and are beyond management’s control. Actual events or results may differ materially from those reflected or contemplated in such forward-looking statements. Moreover, actual events are difficult to project and often depend upon factors that are beyond the control of AgroFresh or Paine Schwartz and their affiliates. Forward-looking statements and discussions of the business environment (e.g., with respect to financial markets, business opportunities, demand, investment pipeline and other conditions) are subject to the ongoing novel coronavirus outbreak (“COVID-19”). The full impact of COVID-19 is particularly uncertain and difficult to predict; therefore, forward-looking statements do not reflect its ultimate potential effects. These risks and uncertainties include, but are not limited to: the timing of receipt of the transaction consideration; the outcome of any legal proceedings that may be instituted against the parties and others in connection with the transaction; risks that the transaction disrupts current plans and operations of AgroFresh; the amount of the costs, fees, expenses and charges related to the transaction; and the other risks and important factors contained and identified in AgroFresh’s filings with the U.S. Securities and Exchange Commission (the “SEC”), such as AgroFresh’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, and its subsequently filed Form 10-K/A, any of which could cause actual results to differ materially from the forward-looking statements in this communication. Nothing shall under any circumstances create an implication that the information contained herein is correct as of any time after the date specified herein. In addition, unless the context otherwise requires, the words “include,” “includes,” “including” and other words of similar import are meant to be illustrative rather than restrictive.