Calumet Specialty Products Partners, L.P. last Tuesday announced that it closed on the sale of Anchor Drilling Fluids USA, LLC to Q'Max America Inc., a wholly owned subsidiary of Q'Max Solutions Inc. Under the agreement, Calumet will receive total consideration of approximately $84 million, including $50 million in cash, $15 million to be paid at various times over the next two years for net working capital and other items, and 10% equity ownership in Fluid Holding Corp, the parent company of Q'Max. Calumet plans to use the proceeds to lower its leverage profile and for general partnership purposes.
Calumet announced in March 2014, it entered into a definitive agreement to acquire ADF Holdings, Inc., the parent company of Tulsa, Oklahoma-based Anchor Drilling Fluids USA, Inc. on a debt-free basis for total cash consideration of approximately $235 million, subject to customary purchase price adjustments.
Tim Go, Chief Executive Officer of Calumet, commented, "Calumet's divestiture of Anchor Drilling Fluids is another step forward in our plans to strengthen our balance sheet and focus our resources on our core specialty products business. The merger of Q'Max and Anchor Drilling Fluids will create the largest independent drilling fluids company in the United States. Anchor has been on a steady improvement trajectory with positive EBITDA contribution this year. We expect the value of our minority stake in Q'Max to continue to track the oilfield services recovery, as well as benefit from the operational and supply chain synergies created through the new entity's increased scale and scope."
Go concluded, "I want to thank our Anchor employees for their hard work and dedication over the past three years and am pleased to report that the new entity will transact under the long-recognized Anchor brand in its U.S. operations. We look forward to sharing in the future success of Q'Max as an investor, while we pursue our own vision to be the premier specialty petroleum products company in the world."
Anchor Drilling Fluids is a leading provider of drilling fluid products in the U.S. This includes a wide range of drilling muds, completion fluids, production fluids, and environmental chemicals.
Founded in 1993, Q'Max is a leading international oilfield services company that provides onshore and offshore drilling fluids, solids control, waste management and environmental solutions to the upstream oil & gas industry. Q'Max is a global business with operations in the U.S., Canada, Mexico, South America, the Middle East and Africa with its Headquarters in Houston, TX, USA. Q'Max operates 11 drilling fluids laboratories around the world with a state-of-the-art Corporate Technical Center in Houston.