BATESVILLE, Ind., March 20, 2020 /PRNewswire/ -- Hillenbrand,
Inc. (NYSE: HI) announced today that it has reached a definitive
agreement to sell its Cimcool business to DuBois Chemicals, Inc.
(DuBois). The sale follows
Hillenbrand's previously announced strategic review of alternatives
for this business, which was part of the 2019 acquisition of
Milacron Holdings Corp.
Hillenbrand's wholly-owned subsidiary Milacron LLC (Milacron)
entered into an Equity and Asset Purchase Agreement with
DuBois, pursuant to which
DuBois will acquire the Cimcool
business at a purchase price of approximately $224 million in cash, subject to certain
customary closing adjustments. In addition, DuBois has agreed to pay up to $26 million in contingent purchase price upon a
future sale of the combined DuBois
and Cimcool businesses, conditioned upon DuBois' ultimate sponsor receiving elevated
levels of return on equity, for an aggregate purchase price not to
exceed $250 million should these
conditions be met.
"The divestiture of Cimcool aligns with our previously disclosed
intent to seek strategic alternatives for the business and allows
us to remain focused on the continued integration of the Milacron
APPT and MDCS businesses with Hillenbrand," said Joe Raver, president and CEO of Hillenbrand.
"The proceeds from the sale will be used for de-leveraging
activities, strengthening our financial position as we seek to
enhance our leadership positions in the industrial platforms that
represent our most compelling opportunities for profitable
growth."
Founded in 1920, DuBois is a
premier provider of customized and value-added specialty chemicals
solutions and services to more than 15,000 customers. DuBois researches, develops, manufactures, and
supports a broad range of specialty chemical products and related
equipment to provide solutions to customers' most challenging
performance, quality, cost, safety, and compliance issues for a
variety of industries.
"We are excited that our customers will have access to a new set
of solutions, applications experts, and technical service resources
to support and add value to their businesses," said Jeff Welsh, President and CEO of DuBois. "We believe that this acquisition will
allow us to increase our presence among significant customers and
important segments. The expanded product portfolio of the combined
organization will also allow us to meet our customers' evolving
needs in new applications areas."
Consistent with its current capital allocation priorities,
Hillenbrand intends to use proceeds from the sale for de-leveraging
activities.
The closing of the transaction is expected to occur on
March 30, 2020, subject to customary
closing conditions. Employee consultations required by law may
result in a second closing for the Dutch portion of the business,
and if required, Milacron has agreed to operate the Dutch business
for the benefit of DuBois until
that closing, as provided in relevant transaction documents.
Houlihan Lokey served as
Hillenbrand's financial advisor on the disposition.
Hillenbrand plans to update its financial guidance to reflect
the transaction at the time of its next regular quarterly earnings
call. Investors should not rely upon current guidance, which does
not reflect the impact of the transaction.
About Hillenbrand
Hillenbrand (www.hillenbrand.com)
is a global diversified industrial company with businesses that
serve a wide variety of industries around the world. We pursue
profitable growth and robust cash generation to drive increased
value for our shareholders. Hillenbrand's portfolio includes
industrial businesses such as Coperion, Milacron Injection Molding
& Extrusion, and Mold-Masters, in addition to Batesville, a recognized leader in the death
care industry in North America.
Hillenbrand is publicly traded on the NYSE under "HI."
About DuBois Chemicals
Founded in 1920, DuBois is a market-leading full-service
provider of customized specialty chemical solutions. The company
researches, develops, manufacturers, and supports a broad range of
customized specialty chemical products and related equipment to
provide solutions to customers' most challenging performance,
quality, cost, safety, and compliance issues for a variety of
industries. Headquartered in Cincinnati,
Ohio, the company leverages its proprietary chemistries and
unique on-site service and support to offer a compelling value
proposition by reducing downtime, minimizing defects, and extending
equipment life for its customers' most-critical applications. As a
result, DuBois maintains strong
loyalty across a diverse customer base that relies on its technical
expertise and broad suite of product solutions to ensure their
machinery, processes, and systems run seamlessly. For more
information, please visit www.duboischemicals.com.
Forward-Looking Statements
Throughout this release, we make a number of "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. As the words imply, these are statements about
future plans, objectives, beliefs, and expectations that might or
might not happen in the future, as contrasted with historical
information. Forward-looking statements are based on assumptions
that we believe are reasonable, but by their very nature they are
subject to a wide range of risks. If our assumptions prove
inaccurate or unknown risks and uncertainties materialize, actual
results could vary materially from Hillenbrand's (the "Company")
expectations and projections.
Words that could indicate that we are making forward-looking
statements include the following:
intend
|
believe
|
plan
|
expect
|
may
|
goal
|
would
|
become
|
pursue
|
estimate
|
will
|
forecast
|
continue
|
could
|
target
|
encourage
|
promise
|
improve
|
progress
|
potential
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should
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This is not an exhaustive list, but is intended to give you an
idea of how we try to identify forward-looking statements. The
absence of any of these words, however, does not mean that the
statement is not forward-looking.
Here is the key point: Forward-looking statements
are not guarantees of future performance, and our actual results
could differ materially from those set forth in any forward-looking
statements. Any number of factors, many of which are beyond our
control, could cause our performance to differ significantly from
what is described in the forward-looking statements. These factors
include, but are not limited to: the outcome of any legal
proceedings that may be instituted against the Company, or any
companies we may acquire; risks that the integration of Milacron or
any other integration, acquisition, or disposition activity
disrupts current operations or poses potential difficulties in
employee retention or otherwise affects financial or operating
results; the ability to recognize the benefits of the acquisition
of Milacron or any other acquisition or disposition, including
potential synergies and cost savings or the failure of the Company
or any acquired company to achieve its plans and objectives
generally; global market and economic conditions, including those
related to the credit markets; volatility of our investment
portfolio; adverse foreign currency fluctuations; involvement in
claims, lawsuits and governmental proceedings related to
operations; our reliance upon employees, agents, and business
partners to comply with laws in many countries and jurisdictions;
labor disruptions; the impact of the additional indebtedness that
the Company has incurred in connection with the acquisition of
Milacron and the ability of the Company to comply with financial or
other covenants in its debt agreements or meet its de-leveraging
goals; the dependence of our business units on relationships with
several large providers; increased costs or unavailability of raw
materials or certain outsourced services; continued fluctuations in
mortality rates and increased cremations; competition in the
industries in which we operate, including from nontraditional
sources in the death care industry; our level of international
sales and operations, including the potential impact of contagious
diseases such as the recent coronavirus strain; cyclical demand for
industrial capital goods; impacts of decreases in demand or changes
in technological advances, laws, or regulation on the revenues that
we derive from the plastics industry; certain tax-related matters;
and changes to legislation, regulation, treaties or government
policy, including any resulting from the current political
environment. For a more in-depth discussion of these and other
factors that could cause actual results to differ from those
contained in forward-looking statements, see the discussions under
the heading "Risk Factors" in Part I, Item 1A of Hillenbrand's Form
10-K for the year ended September 30,
2019, filed with the Securities and Exchange Commission
("SEC") on November 13, 2019, and in
Part II, Item 1A of Hillenbrand's Form 10-Q for the quarter ended
December 31, 2019, filed with the
Securities and Exchange Commission on February 5, 2020. We assume no obligation to
update or revise any forward-looking information.
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SOURCE Hillenbrand, Inc.