Graco Receives Approval from FTC to Sell Liquid Finishing Business Assets
March 25 2015 - 1:40PM
Business Wire
Targets April 1 Closing Date
Graco Inc. (NYSE:GGG) announced today that it has received
notice from the United States Federal Trade Commission (FTC)
approving the Company’s application to sell the Liquid Finishing
business assets pursuant to the previously announced purchase
agreement with Carlisle Companies Incorporated (NYSE:CSL) for $590
million in an all-cash transaction, subject to customary
post-closing adjustments. The closing of the divestiture is
expected to occur on or about April 1, 2015, subject to
satisfaction or waiver of remaining closing conditions.
Net proceeds from Graco’s investment in the Liquid Finishing
business assets and the sale transaction are expected to be
approximately $570 million, reflecting the $590 million purchase
price adjusted for estimated cash balances, less transaction fees
and estimated tax expenses related to the sale, and cash dividends
of approximately $30 million expected to be received in the first
quarter. Consistent with prior quarters, such dividends will be
recognized as other income on Graco’s consolidated statement of
earnings. Graco will not receive additional dividends related to
the Liquid Finishing business assets after the transaction
closes.
The Liquid Finishing business assets to be sold to Carlisle
include those involved in the development, manufacture, and sale of
Binks® spray finishing equipment, DeVilbiss® spray guns
and accessories, Ransburg® electrostatic equipment and
accessories, and BGK curing technology.
ABOUT GRACO
Graco Inc. supplies technology and expertise for the management
of fluids and coatings in both industrial and commercial
applications. It designs, manufactures and markets systems and
equipment to move, measure, control, dispense, and spray fluid and
powder materials. A recognized leader in its specialties,
Minneapolis-based Graco serves customers around the world in the
manufacturing, processing, construction, and maintenance
industries. For additional information about Graco Inc., please
visit us at www.graco.com or on Twitter @GracoInc.
Cautionary Statement Regarding Forward-Looking
Statements
A forward-looking statement is any statement made in this press
release and in reports that the Company files periodically with
the Securities and Exchange Commission, as well as in other
press releases, analyst briefings, conference calls and the
Company’s Overview report to shareholders, which are not statements
of historical fact. All forecasts and projections are
forward-looking statements. Without limiting the foregoing, words
such as “may,” “will,” “expect,” “believe,” “anticipate,” or
“estimate” or comparable terminology are intended to identify
forward-looking statements. The Company undertakes no obligation to
update these statements in light of new information or future
events.
These forward-looking statements are made within the “safe
harbor” provisions of the Private Securities Litigation Reform Act
of 1995. The Company cannot give any assurance that the results
forecasted in any forward-looking statement will actually be
achieved. Actual results could differ materially from those
expressed or implied by such forward-looking statements due to
various factors, including: the ability of the Company and Carlisle
to satisfy the conditions to closing of the transaction; the risk
that the transaction will not be closed within the expected time
period, if at all; to what extent, if any, the Company will be able
to realize the expected benefits of actions taken in anticipation
of or in preparation for closing, particularly if closing does not
occur or is delayed; whether and when the Company will be able to
realize the expected financial results and effect of the
transaction; how customers, competitors, suppliers and employees
react to the transaction; economic changes in global markets; and
whether the Company will be able to complete a divestiture in a
time frame that is satisfactory to the Federal Trade
Commission. Please refer to Item 1A of the Company’s Annual Report
on Form 10-K for fiscal year 2014 for a more comprehensive
discussion of other risk factors that relate generally to our
business and financial condition. These reports are available on
our website at www.graco.com/ir and the Securities and Exchange
Commission’s website at www.sec.gov.
Graco Inc.James A. Graner, 612-623-6635orMedia:Bryce
Hallowell, 612-623-6679bhallowell@graco.com
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