Parker Hannifin Corporation (NYSE: PH), the global leader in motion
and control technologies, today announced that it has completed a
transaction to divest its global Facet filtration business to
Filtration Group Corporation. The Facet filtration business
includes part of Parker’s U.S. qualified aviation ground fuel
filtration business acquired in the CLARCOR merger, plus filtration
products and technologies for other aviation fuel, marine,
environmental and general applications. Filtration Group
Corporation is a global provider of filtration solutions that span
life science, process technologies, fluid and indoor air quality
applications. Parker will retain the rest of the CLARCOR
businesses and will continue to own the aviation ground fuel
filtration business marketed under the Parker Velcon brand
name. Terms of the transaction were not disclosed.
Parker previously agreed to divest the global Facet filtration
business under the Proposed Final Judgment filed by the U.S.
Department of Justice (DOJ) in the U.S. District Court for the
District of Delaware on December 18, 2017.
“We are pleased to have finalized a transaction with a strategic
buyer for the Facet business,” said Rob Malone, Vice President and
President of Parker's Filtration Group. “The closing of this
transaction allows us to resolve matters with the Department of
Justice. The integration of the remaining CLARCOR businesses
continues on track as we build a strong portfolio of filtration
solutions for our customers.”
The divestiture includes the global Facet filtration business
locations in Stilwell and Tulsa, Oklahoma; Paris, France; La
Coruña, Spain; Torino, Italy; Pontypridd, UK; and Almere, the
Netherlands; as well as an aviation fuel filtration testing lab in
Greensboro, North Carolina. The global Facet filtration
business has annual revenues of approximately $60 million and
approximately 260 team members.
About Filtration GroupFiltration Group, an affiliate of
Madison Industries, is making the world safer, healthier and more
productive by creating innovative solutions that deliver
outstanding customer value. With a passionate team, global
footprint and leading technology, Filtration Group is driving
innovation and developing unparalleled filtration solutions.
Filtration Group serves a highly diverse set of customers with
offerings that span life science, process technologies, fluid and
indoor air quality applications. One of the fastest growing
companies in the industry, Filtration Group serves its customers
from over 107 facilities in 28 countries. You can learn more
at http://www.filtrationgroup.com/
About Parker HannifinParker Hannifin is a Fortune 250
global leader in motion and control technologies. For 100
years the company has engineered the success of its customers in a
wide range of diversified industrial and aerospace markets.
Parker has increased its annual dividend per share paid to
shareholders for 62 consecutive fiscal years, among the top five
longest-running dividend-increase records in the S&P 500
index. Learn more at www.parker.com or @parkerhannifin.
AdvisorsBarclays acted as financial advisor for Parker
and Jones Day acted as legal advisor in this transaction.
Forward-Looking StatementsForward-looking statements
contained in this and other written and oral reports are made based
on known events and circumstances at the time of release, and as
such, are subject in the future to unforeseen uncertainties and
risks. These statements may be identified from use of
forward-looking terminology such as “anticipates,” “believes,”
“may,” “should,” “could,” “potential,” “continues,” “plans,”
“forecasts,” “estimates,” “projects,” “predicts,” “would,”
“intends,” “anticipates,” “expects,” “targets,” “is likely,”
“will,” or the negative of these terms and similar expressions, and
include all statements regarding future performance, earnings
projections, events or developments. Parker cautions readers not to
place undue reliance on these statements. The risks and
uncertainties in connection with such forward-looking statements
related to the proposed transaction include, but are not limited
to, the occurrence of any event, change or other circumstances that
could delay the closing of the proposed transaction; the
possibility of non-consummation of the proposed transaction and
termination of the transaction agreement; the failure to obtain any
approvals of the proposed transaction or to satisfy any of the
other conditions to the transaction agreement; the possibility that
a governmental entity may prohibit, delay or refuse to grant a
necessary regulatory approval in connection with the proposed
transaction; adverse effects on Parker’s common stock because of
any failure to complete the proposed transaction; Parker’s business
experiencing disruptions due to transaction-related uncertainty or
other factors making it more difficult to maintain relationships
with employees, business partners or governmental entities; the
parties being unable to successfully implement integration
strategies; and significant transaction costs related to the
proposed transaction.
Among other factors which may affect future performance and
earnings projections are: economic conditions within the company’s
key markets, and the company’s ability to maintain and achieve
anticipated benefits associated with announced realignment
activities, strategic initiatives to improve operating margins,
actions taken to combat the effects of the current economic
environment, and growth, innovation and global diversification
initiatives. A change in the economic conditions in individual
markets may have a particularly volatile effect on segment
performance. Among other factors which may affect future
performance of the company are, as applicable: changes in business
relationships with and purchases by or from major customers,
suppliers or distributors, including delays or cancellations in
shipments; disputes regarding contract terms or significant changes
in financial condition, changes in contract cost and revenue
estimates for new development programs and changes in product mix;
ability to identify acceptable strategic acquisition targets;
uncertainties surrounding timing, successful completion or
integration of acquisitions and similar transactions, including the
integration of CLARCOR; the ability to successfully divest
businesses planned for divestiture and realize the anticipated
benefits of such divestitures, including the proposed divestiture
of the Facet filtration business and technologies for aviation
fuel, marine, environmental and general applications as described
in this release; the determination to undertake business
realignment activities and the expected costs thereof and, if
undertaken, the ability to complete such activities and realize the
anticipated cost savings from such activities; ability to implement
successfully capital allocation initiatives, including timing,
price and execution of share repurchases; availability, limitations
or cost increases of raw materials, component products and/or
commodities that cannot be recovered in product pricing; ability to
manage costs related to insurance and employee retirement and
health care benefits; compliance costs associated with
environmental laws and regulations; potential labor disruptions;
threats associated with and efforts to combat terrorism and
cyber-security risks; uncertainties surrounding the ultimate
resolution of outstanding legal proceedings, including the outcome
of any appeals; global competitive market conditions, including
global reactions to U.S. trade policies, and resulting effects on
sales and pricing; and global economic factors, including
manufacturing activity, air travel trends, currency exchange rates,
difficulties entering new markets and general economic conditions
such as inflation, deflation, interest rates and credit
availability. The company makes these statements as of the date of
this disclosure, and undertakes no obligation to update them unless
otherwise required by law.
###
Media –
Aidan Gormley, Director, Global Communications and Branding
216/896-3258
aidan.gormley@parker.com
Financial Analysts –
Robin J. Davenport, Vice President, Corporate Finance
216/896-2265
rjdavenport@parker.com
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