Kadant to Acquire German Blade Manufacturer Joh. Clouth
June 17 2021 - 8:26AM
Kadant Inc. (NYSE:KAI) has entered into a definitive agreement to
acquire Joh. Clouth GmbH & Co. KG and its affiliates (“Clouth”)
for approximately 78 million Euros in cash, subject to certain
customary adjustments. Clouth is a leading manufacturer of doctor
blades and related equipment used in the production of paper,
packaging, and tissue.
“Our acquisition of Clouth brings together two global market
leaders to create an even stronger portfolio of doctor blades used
in creping, scraping, cleaning, and coating applications,” said
Jeffrey L. Powell, president and chief executive officer of Kadant
Inc. “Clouth’s first-class management team has built a solid
reputation in its core markets and established a formidable
presence in Europe, Asia, and North America with 92% of its revenue
from parts and consumables. We are delighted to welcome Clouth
employees to the Kadant family.”
“After nearly 150 years of building a world-class reputation for
quality doctor blades, we are excited about this new chapter in our
company's history,” said Peter Kochenrath, chief executive officer
of Clouth. “Kadant’s relentless focus on serving customers with
high-performance products and service is consistent with our
business approach and positions Clouth well for continued
growth.”
Clouth was founded in 1874 in Germany and has 205 employees
based in Germany and Poland. The company had revenue of
approximately 41 million Euros in 2020. Clouth will become part of
Kadant’s Flow Control reporting segment upon the closing, which is
expected to occur in the third quarter of 2021.
Conference CallKadant will hold a conference
call and webcast on Thursday, June 17, 2021 at 1:00 p.m. eastern
time to discuss the pending acquisition. To listen to the call and
view the webcast, go to the “Investors” section of the Company’s
website at www.kadant.com. To participate in the question and
answer session, dial 888-326-8410 within the U.S., or
+1-704-385-4884 outside the U.S., and reference participant
passcode 4144889. A replay of the webcast will be available on the
Company’s website through July 2, 2021.
About Kadant Kadant Inc. is a global supplier
of high-value, critical components and engineered systems used in
process industries worldwide. The Company’s products, technologies,
and services play an integral role in enhancing process efficiency,
optimizing energy utilization, and maximizing productivity in
resource-intensive industries. Kadant is based in Westford,
Massachusetts, with approximately 2,600 employees in 20 countries
worldwide. For more information, visit www.kadant.com.
Safe Harbor StatementThe following constitutes
a “Safe Harbor” statement under the Private Securities Litigation
Reform Act of 1995: This press release contains forward-looking
statements that involve a number of risks and uncertainties,
including forward-looking statements about the financial and
operating performance of Clouth, the benefits of the proposed
acquisition of Clouth (the “Acquisition”), the probable timing of
the completion of the Acquisition, and the expected future business
and financial performance of Clouth following the transaction.
These forward-looking statements represent our expectations as of
the date of this press release. We undertake no obligation to
publicly update any forward-looking statement, whether as a result
of new information, future events, or otherwise. These
forward-looking statements are subject to known and unknown risks
and uncertainties that may cause our actual results to differ
materially from these forward-looking statements as a result of
various important factors, including those set forth under the
heading "Risk Factors" in Kadant’s annual report on Form 10-K for
the fiscal year ended January 2, 2021 and subsequent filings with
the Securities and Exchange Commission. These include risks and
uncertainties relating to the ability to consummate the
Acquisition; Kadant’s ability to successfully integrate Clouth and
its operations and employees and realize anticipated benefits from
the transaction; unanticipated disruptions to the business, general
and regional economic conditions, and the future performance of
Clouth; potential adverse reactions or changes to business or
employee relationships, including those resulting from the
announcement or completion of the Acquisition; uncertainties as to
the timing of the Acquisition; competitive and/or investor
responses to the Acquisition; uncertainty of the expected financial
performance of the combined operations following completion of the
Acquisition; the ability to realize anticipated synergies and cost
savings; unexpected costs, charges or expenses resulting from the
Acquisition; the impact of the COVID-19 pandemic on our operating
and financial results; adverse changes in global and local economic
conditions; the variability and difficulty in accurately predicting
revenues from large capital equipment and systems projects; health
epidemics; our acquisition strategy; levels of residential
construction activity; reductions by our wood processing customers
of their capital spending or production of oriented strand board;
changes to the global timber supply; development and use of digital
media; cyclical economic conditions affecting the global mining
industry; demand for coal, including economic and environmental
risks associated with coal; failure of our information systems or
breaches of data security and cybertheft; implementation of our
internal growth strategy; price increases or shortages of raw
materials; competition; changes in our tax provision or exposure to
additional tax liabilities; our ability to successfully manage our
manufacturing operations; disruption in production; future
restructurings; loss of key personnel and effective succession
planning; protection of intellectual property; climate change;
adequacy of our insurance coverage; global operations; policies of
the Chinese government; the variability and uncertainties in sales
of capital equipment in China; currency fluctuations; economic
conditions and regulatory changes caused by the United Kingdom’s
exit from the European Union; changes to government regulations and
policies around the world; compliance with government regulations
and policies and compliance with laws; environmental laws and
regulations; environmental, health and safety laws and regulations
impacting the mining industry; our debt obligations; restrictions
in our credit agreement and note purchase agreement; substitution
of an alternative index for LIBOR; soundness of financial
institutions; fluctuations in our share price; and anti-takeover
provisions.
ContactsInvestor Contact Information:Michael
McKenney, 978-776-2000IR@kadant.comorMedia Contact Information:Wes
Martz, 269-278-1715media@kadant.com
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