TULSA — Renewable fuel maker Syntroleum Corp. has agreed to sell the bulk of its assets and liabilities to an Iowa-based biofuel producer.
Syntroleum's shareholders will be asked to approve the deal with Renewable Energy Group Inc. at a special meeting in March.
Syntroleum would receive nearly 3.8 million shares of Renewable Energy Group stock in the deal. That figure could be reduced if the aggregate market value of the stock exceeds $49 million.
Renewable Energy Group's stock closed at $11.10 a share Wednesday, making the deal worth about $42.1 million.
If the sale goes through, Syntroleum shareholders will receive 0.3809 shares of Renewable Energy Group stock for each share they own.
Shareholders stand to gain 90 cents a share over Wednesday's closing price of $3.33, despite Syntroleum's 35 percent rise in the first day of trading since the deal was announced. Its stock closed at $2.46 on Tuesday.
CEO Gary Roth said the deal, which was announced late Tuesday afternoon, is the culmination of a comprehensive review of how Syntroleum could increase its value for shareholders. The company will be liquidated and dissolved after the asset sale.
“We are extremely pleased to have found a great partner in REG and to provide our stockholders with the opportunity to participate in a company with significant upside potential,” Roth said. “We are confident that REG's multi-feedstock business model and the combination of our strong management teams will drive increased value for Syntroleum's stockholders and is the best path forward for Syntroleum.
“Both of our companies strive to provide consumers with an array of high quality, cleaner-burning fuels and this deal will help to make that happen on a larger scale.”
Renewable Energy Group owns and operates eight active biodiesel refineries in four states with a combined production capacity of 257 million gallons. It also distributes biodiesel through a national network of terminals.
Syntroleum has pioneered gas-to-liquids and renewable diesel fuel technologies, with 101 patents issued or pending. The Tulsa-based company also owns a 50 percent stake in Dynamic Fuels LLC, a renewable diesel production facility in Louisiana that turns chicken waste into fuel.
“Combining Syntroleum's renewable and synthetic fuel technologies with REG's expertise in biodiesel production, sales, marketing and logistics should be a positive outcome for investors in both companies,” Renewable Energy Group CEO Daniel J. Oh said. “This will help us grow our advanced biofuel business, enhance our intellectual property portfolio, expand our geographic footprint and launch REG into new customer segments.”