Q’Max Solutions’ Acquisition of Anchor Drilling Fluids USA, LLC


Paul, Weiss represented oilfield services provider Q’Max Solutions Inc. Raymond James served as the exclusive financial advisor to Calumet on this transaction and Taft Stettinius & Hollister LLP acted as legal advisor.

Calumet Specialty Products Partners, L.P. (NASDAQ: CLMT) (the “Partnership,” “Calumet,” “we,” “our” or “us”), a leading independent producer of specialty hydrocarbon and fuels products, today announced that it closed on the sale of Anchor Drilling Fluids USA, LLC (“Anchor Drilling Fluids”) to Q’Max America Inc., a wholly owned subsidiary of Q’Max Solutions Inc. (“Q’Max”). 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.

Anchor Drilling Fluids is the 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 all developed to the most stringent standards and Anchor Drilling Fluids’ decades of expertise. Headquartered in Tulsa, Oklahoma Anchor Drilling Fluids owns and operates more than 30 facilities throughout the U.S. and is dedicated to delivering mission-critical resources and expertise to decrease drilling and completion time and maximize well economics.

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.

Since its acquisition by affiliates of Palladium Equity Partners, LLC in May 2014, Q’Max has significantly diversified the business and expanded market share through follow-on M&A and aggressive organic growth initiatives

Q’Max is the fifth largest drilling fluids company in the world, and holds as its mission to become the preeminent drilling fluids company.

The Paul, Weiss team included corporate partners Neil Goldman (Picture), Monica Thurmond; intellectual property partner Chuck Googe; tax partner Brad Okun; real estate partner Peter Fisch; litigation partner Jonathan Kanter; environmental counsel William O’Brien; employee benefits partner Robert Fleder and counsel Uri Horowitz; and antitrust counsel Marta Kelly.

Taft Stettinius & Hollister advised with a team including Brad Schwer and B. Ronan Johnson.

Involved fees earner: Brad Schwer – Taft Stettinius & Hollister; Ronan Johnson – Taft Stettinius & Hollister; Neil Goldman – Paul Weiss Rifkind Wharton & Garrison; Monica Thurmond – Paul Weiss Rifkind Wharton & Garrison; Charles Googe – Paul Weiss Rifkind Wharton & Garrison; Brad Okun – Paul Weiss Rifkind Wharton & Garrison; Peter Fisch – Paul Weiss Rifkind Wharton & Garrison; Jonathan Kanter – Paul Weiss Rifkind Wharton & Garrison; Marta Kelly – Paul Weiss Rifkind Wharton & Garrison; William O’Brien – Paul Weiss Rifkind Wharton & Garrison; Robert Fleder – Paul Weiss Rifkind Wharton & Garrison; Uri Horowitz – Paul Weiss Rifkind Wharton & Garrison;

Law Firms: Taft Stettinius & Hollister; Paul Weiss Rifkind Wharton & Garrison;

Clients: Calumet Specialty Products Partners, L.P.; Q’Max Solutions Inc.;

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Author: Ambrogio Visconti