SKF (SKFRY) and Kaydon (KDN) have agreed that SKF will acquire Kaydon in an all-cash transaction valued at approximately $1.25B, including $95M of net debt. The transaction will be paid through existing cash and credit lines and will be accretive to SKF earnings in year one. Under the terms of the definitive agreement, which has been unanimously approved by both companies’ boards, SKF will commence a tender offer to purchase all of Kaydon’s outstanding shares for $35.50 per share in cash. The tender offer will commence on September 16. Upon completion of the tender offer, SKF will acquire all remaining shares through a short form merger. The transaction represents a 22% premium to Kaydon’s closing stock price on September 4, a 21% premium to the 30-day volume weighted average price and a multiple of 12.7 times Kaydon’s LTM Adjusted EBITDA; $98 million as of June 29. The transaction is expected to close sometime in Q4.
- Mergers, Acquisitions & Takeovers