IRVING, Texas – Darling International Inc.’s Board of Directors has unanimously approved a merger agreement to acquire Cold Spring, Ky.-based Griffin Industries Inc., a leading provider of value-added rendering, bakery feed and cooking oil recycling services in the southeast United States based in for a combination of cash and stock valued at approximately $840 million.

Griffin Industries has 55 locations throughout the southeast US, which include 12 rendering plants, nine bakery by-product plants and one bio-diesel facility. Griffin Industries employs nearly 1,400 people in 18 states. Griffin produces products in the pet food, animal feed, industrial/chemical, petroleum, leather and fertilizer industries.

“We are truly honored to have the opportunity to combine our two companies,” said Randall Stuewe, chairman and CEO. “Griffin Industries has built one of the most successful rendering and bakery by-products companies in the US.”

Pursuant to the terms of the agreement, Darling will pay Griffin’s shareholders an aggregate purchase price of $840 million, of which $740 million is payable in cash and approximately $100 million is payable in Darling common stock. Darling expects to finance the transaction through a combination of borrowings under a senior secured credit facility to be entered into in connection with the closing of the transaction, the proceeds from senior unsecured notes to be sold on or prior to the closing date of the transaction and cash on hand.

Darling anticipates the transaction will close by mid December.

Darling International Inc. is the largest publicly traded, food-processing by-products recycling company in the US. It recycles used restaurant cooking oil and by-products from the beef, pork and poultry processing industries into useable products such as tallow, feed-grade fats, meat and bone meal and hides.

Griffin Industries is one of the largest independent, privately owned animal and bakery by-product recycling companies in North America.