Adams Resources & Energy, Inc. Stockholders Approve Acquisition by Tres Energy LLC

Adams Resources & Energy, Inc. stockholders approved the acquisition by Tres Energy LLC for $38.00 per share.

Quiver AI Summary

Adams Resources & Energy, Inc. announced that its stockholders have approved the acquisition by an affiliate of Tres Energy LLC, with stockholders set to receive $38.00 per share in cash. The special meeting saw approximately 77% of outstanding shares voted, and over 76% approved the merger. The acquisition is anticipated to close in early February 2025, pending customary closing conditions. The company cautioned that forward-looking statements made in the announcement involve risks and uncertainties that may lead to actual results differing from expectations. More detailed information on potential risks is available in filings with the U.S. Securities and Exchange Commission.

Potential Positives

• The acquisition by Tres Energy LLC provides a liquidity event for Adams stockholders, with a cash payout of $38.00 per share.
• The approval of the merger by over 76% of the outstanding shares demonstrates strong support from stockholders, indicating confidence in the transaction.
• Approximately 77% of the Company's outstanding shares participated in the vote, reflecting significant shareholder engagement and interest in the company's future direction.
• The merger is expected to close in early February 2025, which signals a swift transition to new ownership and potential strategic benefits for the company moving forward.

Potential Negatives

• Stockholders will receive a cash payout of $38.00 per share, indicating potential concerns about the company's growth prospects if it is seeking to sell rather than expand.
• The high percentage of stockholders approving the merger may indicate a lack of confidence in the company's future independent performance.
• Forward-looking statements emphasize numerous risks and uncertainties related to the merger which might lead to potential disruptions in core business operations and investor confidence.

FAQ

What is the recent acquisition involving Adams Resources & Energy, Inc.?

Adams Resources & Energy, Inc. has announced an acquisition by an affiliate of Tres Energy LLC, approved by stockholders.

How much will Adams stockholders receive for their shares?

Stockholders will receive $38.00 per share in cash for each share of Adams common stock they own before the merger's effective time.

When is the merger expected to close?

The merger is anticipated to close in early February 2025, pending customary closing conditions.

What percentage of shares voted to approve the merger?

Approximately 77% of the Company's outstanding shares voted, with over 76% approving the merger at the Special Meeting.

Where can I find more information about the merger?

Additional details will be provided in a Form 8-K filed with the U.S. Securities and Exchange Commission (SEC).

Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.

$AE Hedge Fund Activity

We have seen 18 institutional investors add shares of $AE stock to their portfolio, and 11 decrease their positions in their most recent quarter.

Here are some of the largest recent moves:

• FIRST SABREPOINT CAPITAL MANAGEMENT LP removed 80,794 shares (-100.0%) from their portfolio in Q3 2024, for an estimated $2,181,438
• EMPOWERED FUNDS, LLC removed 18,542 shares (-100.0%) from their portfolio in Q4 2024, for an estimated $699,960
• VANGUARD GROUP INC added 16,620 shares (+20.3%) to their portfolio in Q3 2024, for an estimated $448,740
• NEEDHAM INVESTMENT MANAGEMENT LLC removed 16,500 shares (-8.0%) from their portfolio in Q3 2024, for an estimated $445,500
• CERITY PARTNERS LLC added 10,977 shares (+117.1%) to their portfolio in Q3 2024, for an estimated $296,379
• ROUND HILL ASSET MANAGEMENT added 9,587 shares (+71.6%) to their portfolio in Q3 2024, for an estimated $258,849
• DIMENSIONAL FUND ADVISORS LP removed 9,535 shares (-3.7%) from their portfolio in Q3 2024, for an estimated $257,445

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Full Release

HOUSTON, Jan. 29, 2025 (GLOBE NEWSWIRE) -- Adams Resources & Energy, Inc. (NYSE AMERICAN: AE) (“Adams” or the “Company”) announced today that its stockholders have voted at a special meeting of the Company’s stockholders (the “Special Meeting”) to approve the pending acquisition of the Company by an affiliate of Tres Energy LLC. Under the terms of the merger agreement that was approved at the Special Meeting, Adams stockholders will receive $38.00 per share in cash for each share of Adams common stock they own immediately prior to the effective time of the merger.

Approximately 77% of the Company's outstanding shares were voted at the Special Meeting, and the merger was approved by over 76% of the Company's outstanding shares. The final voting results on the proposals voted on at the Special Meeting will be set forth in a Form 8-K that will be filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”).

The merger is expected to close in early February 2025, subject to customary closing conditions.

Forward-Looking Statements and Information

This communication contains “forward-looking statements” within the Private Securities Litigation Reform Act of 1995. Any statements contained in this communication that are not statements of historical fact, including statements about the timing of the proposed transaction, Adams’s ability to consummate the proposed transaction and the expected benefits of the proposed transaction, may be deemed to be forward-looking statements. All such forward-looking statements are intended to provide management’s current expectations for the future of the Company based on current expectations and assumptions relating to the Company’s business, the economy and other future conditions. Forward-looking statements generally can be identified through the use of words such as “believes,” “anticipates,” “may,” “should,” “will,” “plans,” “projects,” “expects,” “expectations,” “estimates,” “forecasts,” “predicts,” “targets,” “prospects,” “strategy,” “signs,” and other words of similar meaning in connection with the discussion of future performance, plans, actions or events. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are difficult to predict. Such risks and uncertainties include, among others: (i) the risk that a condition of closing of the proposed transaction may not be satisfied or that the closing of the proposed transaction might otherwise not occur, (ii) risks related to disruption of management time from ongoing business operations due to the proposed transaction, (iii) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of Adams, (iv) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Adams to retain customers and retain and hire key personnel and maintain relationships with its suppliers and customers, (v) the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the Merger Agreement, including in circumstances requiring the Company to pay a termination fee, (vi) unexpected costs, charges or expenses resulting from the Merger, (vii) potential litigation relating to the Merger that could be instituted against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto, (viii) worldwide economic or political changes that affect the markets that the Company’s businesses serve which could have an effect on demand for the Company’s products and services and impact the Company’s profitability, and (ix) disruptions in the global credit and financial markets, including diminished liquidity and credit availability, cyber-security vulnerabilities, crude oil pricing and supply issues, retention of key employees, increases in fuel prices, and outcomes of legal proceedings, claims and investigations. Accordingly, actual results may differ materially from those contemplated by these forward-looking statements. Investors, therefore, are cautioned against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in Adams’s filings with the SEC, including the risks and uncertainties identified in Part I, Item 1A - Risk Factors of Adams’s Annual Report on Form 10-K for the year ended December 31, 2023 and in the Company’s other filings with the SEC.

These forward-looking statements speak only as of the date of this communication, and Adams does not assume any obligation to update or revise any forward-looking statement made in this communication or that may from time to time be made by or on behalf of the Company, whether in response to new information, future events, or otherwise, except as required by applicable law.

There can be no assurance that the proposed transaction will in fact be consummated. We caution investors not to unduly rely on any forward-looking statements. The forward-looking statements speak only as of the date of this communication. The Company undertakes no obligation or duty to update or revise any of these forward-looking statements after the date of this communication, whether in response to new information, future events, or otherwise, except as required by applicable law.

About Adams Resources & Energy, Inc.

Adams Resources & Energy, Inc. is engaged in crude oil marketing, transportation, terminalling and storage, tank truck transportation of liquid chemicals and dry bulk and recycling and repurposing of off-spec fuels, lubricants, crude oil and other chemicals through its subsidiaries, GulfMark Energy, Inc., Service Transport Company, Victoria Express Pipeline, L.L.C., GulfMark Terminals, LLC, Phoenix Oil, Inc., and Firebird Bulk Carriers, Inc. For more information, visit www.adamsresources.com.

About Tres Energy LLC

Tres Energy LLC is a privately held limited liability company that invests in and operates strategic energy assets across the United States. For more information, visit www.tres-energy.com.

Company Contact

Tracy E. Ohmart


EVP, Chief Financial Officer


tohmart@adamsresources.com


(713) 881-3609

The views and opinions expressed herein are the views and opinions of the author and do not necessarily reflect those of Nasdaq, Inc.