M&A - SunCoke Energy, Inc.

Form Type: 8-K

Filing Date: 2025-05-28

Corporate Action: Merger

Type: New

Accession Number: 000151470525000010

Filing Summary: On May 28, 2025, SunCoke Energy, Inc. announced it has entered into a definitive Merger Agreement to acquire all common units of Flame Aggregator, LLC, a provider of mill services to steel producers. The merger, set to be finalized in the second half of 2025, was approved unanimously by the boards of both companies and supported by a majority of Flame Aggregator’s unitholders. The base acquisition cost is $325 million in cash, subject to adjustments. Closing conditions include unitholder approval and compliance with antitrust regulations, among others. Key provisions include restrictions on Flame Aggregator soliciting alternative proposals and standard termination rights for both companies. A support agreement was established by unitholders holding approximately 80% of Flame Aggregator's common units, indicating strong backing for the merger. Press releases and presentations related to the agreement were also issued on the same day.