--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-23-053487" form_type: "8-K" ticker: null cik: "0000830524" company_name: "CHASE CORP" filed_at: "2023-11-15T23:59:59+00:00" generated_at: "2026-06-08T02:55:34.877171+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # KKR completes acquisition of Chase Corporation for $127.50 per share, delisting from NYSE American ## Summary - KKR affiliates acquired Chase for $127.50 per share in cash, total equity value ~$1.3 billion. - Chase common stock ceased trading on NYSE American; will be delisted and reporting obligations suspended. - Prior board of directors resigned; Adam Chase and Michael Bourque appointed directors; Lance Reisman named Chairman. - New $450M term loan and $75M revolving credit facility entered; prior BofA credit agreement repaid and terminated. - KKR plans to implement a broad-based employee ownership program allowing all employees to participate in ownership. ## SEC filing metadata - accession: 0001140361-23-053487 - form_type: 8-K - cik: 0000830524 - company_name: CHASE CORP - filed_at: 2023-11-15T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.01, 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/ef20014744_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-23-053487 - JSON: https://secwatch.observer/filing/0001140361-23-053487.json - Plain text: https://secwatch.observer/filing/0001140361-23-053487.txt ## Key facts - Executive change Chad A. McDaniel departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Ellen Rubin departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Mary Claire Chase departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Thomas D. Debyle departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Michael J. Bourque was appointed as Director at CHASE CORP. - Action: appointed - Role: Director source text: Adam P. Chase and Michael J. Bourque were appointed as directors of the Surviving Corporation evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Dana Mohler-Faria departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Peter R. Chase resigned as other_named_officer at CHASE CORP. - Action: resigned source text: Peter R. Chase resigned from the officer position of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Thomas Wroe Jr. departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Adam P. Chase was appointed as Director at CHASE CORP. - Action: appointed - Role: Director source text: Adam P. Chase and Michael J. Bourque were appointed as directors of the Surviving Corporation evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change Joan Wallace-Benjamin departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Executive change John H. Derby departed as Director at CHASE CORP. - Action: ceased to be director - Role: Director source text: Thomas D. Debyle, John H. Derby, Chad A. McDaniel, Ellen Rubin, Dana Mohler-Faria, Mary Claire Chase, Thomas Wroe Jr. and Joan Wallace-Benjamin ceased to be directors on the Company’s board of directors or any committee thereof evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Governance Changes CHASE CORP: Immediately after the Effective Time, the articles of organization were amended and restated in their entirety. - Change: charter amendment source text: were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2 evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Governance Changes CHASE CORP: Immediately after the Effective Time, the bylaws were amended and restated in their entirety. - Change: bylaw amendment source text: the bylaws of Chase, each as in effect as of the Effective Time were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2 evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - M&A Transactions CHASE CORP underwent a change of control involving Kohlberg Kravis Roberts & Co. L.P. (closed 2023-11-15). - Action: change of control - Counterparty: Kohlberg Kravis Roberts & Co. L.P. - Closing: 2023-11-15 source text: On November 15, 2023 (the “ Closing Date ”), Merger Sub merged with and into the Company (the “ Merger ”) on the terms and conditions set forth in the Merger Agreement, with the Company surviving the Merger as a wholly owned subsidiary of Parent (the “ Surviving Corporation ”). evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Material Agreements CHASE CORP terminated BofA Credit Agreement with Bank of America, N.A.. - Action: termination - Agreement: credit facility - Counterparty: Bank of America, N.A. source text: Chase repaid in full the obligations under the Second Amended and Restated Credit Agreement, dated as of July 27, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “ BofA Credit Agreement ”), among Chase and NEPTCO Incorporated, a Rhode Island corporation, each as borrowers and guarantors, the subsidiary guarantors as named therein, Bank of America, N.A. (“ BofA ”), as administrative agent, swing line lender and a letter of credit issuer, BofA Securities, Inc., as lead arranger and bookrunner, and the other lenders from time to time party thereto evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm - Material Agreements CHASE CORP entered into Credit Agreement with Antares Capital LP valued at $450,000,000. - Action: entry - Agreement: credit facility - Counterparty: Antares Capital LP - Value: $450,000,000 source text: Formulations Intermediate Corporation, a Delaware corporation (“ Holdings ”), and Parent entered into that certain Credit Agreement, dated as of the Closing Date, among Holdings, Parent, as borrower, the lenders party thereto (the “ Lenders ”) and Antares Capital LP, as the administrative agent and collateral agent for the Lenders (as amended, restated, supplemented or otherwise modified from time to time, the “ Credit Agreement ”) evidence_url: https://www.sec.gov/Archives/edgar/data/830524/000114036123053487/0001140361-23-053487-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.