Gardner Denver, Inc. and KKR (Kohlberg Kravis Roberts & Co. L.P.) last Friday announced that the companies have entered into a definitive merger agreement in a transaction valued at approximately $3.9 billion, including the assumption of debt.
Under the terms of the merger agreement, KKR will acquire all of the outstanding shares of Gardner Denver common stock for $76 per share in cash. The Company had begun to explore strategic alternatives back in late October 2012. The merger is subject to approval from Gardner Denver's shareholders, regulatory approvals and other customary closing conditions. The Board of Directors of Gardner Denver unanimously approved the merger agreement. The transaction is currently expected to close in the third quarter of 2013.
"After a thorough review of strategic alternatives to enhance shareholder value, we are pleased to provide our shareholders with immediate and substantial cash value representing a significant premium to our unaffected share price," said Michael M. Larsen, Gardner Denver's President and Chief Executive Officer. "In addition to the significant value to our shareholders, Gardner Denver will benefit from KKR's track record of execution as the Company continues to pursue its strategy focused on driving organic growth, particularly in underserved markets, and building new revenue streams in the aftermarket and through the introduction of innovative customer-centric solutions across its businesses. We anticipate this transaction will create opportunities to accelerate the operating initiatives already underway and we are confident that it will also be beneficial for our employees, customers and all other stakeholders."
"Our success and this positive development is a testament to our dedicated employees who will continue to build on the momentum that our team has worked so hard to create," continued Mr. Larsen. "As we position Gardner Denver to enter its next phase of growth and success, we look forward to working closely with KKR to seamlessly close this transaction."
Pete Stavros, Member of KKR and head of the firm's Industrials investment team, said, "Gardner Denver is an outstanding business with a rich heritage of manufacturing excellence, innovation and quality that spans well over 100 years. The Company has an impressive group of talented and dedicated employees, and we look forward to working closely with them to drive future growth and value. The long-term future of Gardner Denver is bright."
Founded in 1859, Gardner Denver, Inc., with 2012 revenues of approximately $2.4 billion, is a leading worldwide manufacturer of highly engineered products, including compressors, liquid ring pumps and blowers for various industrial, medical, environmental, transportation and process applications, pumps used in the petroleum and industrial market segments and other fluid transfer equipment, such as loading arms and dry break couplers, serving chemical, petroleum and food industries. The Company has 40 manufacturing facilities located in the Americas, EMEA and Asia Pacific with offices in 33 different countries.
Founded in 1976 and led by Henry Kravis and George Roberts, KKR is a leading global investment firm with $75.5 billion in assets under management as of December 31, 2012. With offices around the world, KKR manages assets through a variety of investment funds and accounts covering multiple asset classes.