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Subsequent Events
9 Months Ended
Sep. 30, 2021
Subsequent Events [Abstract]  
Subsequent Events

18. Subsequent Events

 

On November 3, 2021, the Company entered into a definitive merger agreement (the “Merger Agreement”) to be acquired by affiliates of Atlas Holdings LLC (“Atlas”), in an all-cash transaction with a total enterprise value of approximately $2.1 billion.  Pursuant to the Merger Agreement, subject to the terms and conditions therein, Atlas will acquire all of the outstanding shares of the Company’s common stock, and the Company’s stockholders will receive $8.52 per share in cash for each share of Company common stock. The transaction is expected to close in the first half of 2022, subject to customary closing conditions, including approval by the Company’s stockholders and receipt of regulatory approvals.  Upon completion of the transaction, the Company’s shares will no longer trade on The New York Stock Exchange.

 

The Company and Atlas have made customary representations, warranties and covenants in the Merger Agreement.  Subject to certain exceptions outlined in the Merger Agreement, the Company has agreed to covenants relating to the Company’s business during the period between the execution of the Merger Agreement and the consummation of the transaction, including restrictions on its ability to issue any shares of its capital stock, repurchase any shares of its capital stock and incurring additional indebtedness.