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Emerson to Take Control of AspenTech in $11 Billion Deal

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(Bloomberg) -- Emerson Electric Co. agreed to combine its industrial software business with Aspen Technology Inc. in a deal valued at about $11 billion, the industrial giant’s latest step to help customers digitize their operations.

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AspenTech shareholders will receive $87 a share in cash and 0.42 share of stock in the new company, according to a statement Monday. Emerson will contribute $6 billion of cash to the new entity, in which it will have a 55% stake.

The companies valued the deal at about $160 a share for AspenTech stockholders, 27% above the company’s closing price on Oct. 6, the day before Bloomberg News reported that the pair was in talks.

“We saw an attractive opportunity to accelerate our software strategy to capitalize on the rapidly evolving industrial software landscape and advance Emerson’s high-value portfolio journey,” Emerson Chief Executive Officer Lal Karsanbhai said in the statement.

The deal is Emerson’s latest effort to become an industrial software supplier, providing an array of services, such as optimizing plant output and modernizing electricity grids. Last year, it agreed to pay $1.6 billion for Open Systems International, which will be contributed to the new company along with Emerson’s geological simulation software business.

AspenTech makes software for companies in industries such as chemicals, manufacturing, energy, metals and mining and had been considering a sale of all or part of itself.

AspenTech jumped 10% to $155.83 at 9:37 a.m. in New York. The stock had climbed 8.7% this year through Oct. 8. Emerson fell 1.9% to $94.78 Monday. The shares had advanced 20% this year through Oct. 8.

Emerson and AspenTech expect the new company will realize efficiencies of about $16 a share, or nearly $1.1 billion, through cost savings and leveraging Emerson’s $120 billion installed base of equipment and sales force of 12,000 people. The companies projected it will generate sales of about $1 billion and adjusted earnings before interest, taxes, depreciation and amortization of $490 million for the fiscal year through June.

The new company, still known and trading as AspenTech, will keep its headquarters in Bedford, Massachusetts, and be run by current CEO Antonio Pietri.

The deal will create “a vehicle to drive future software acquisitions, while providing immediate cash value to AspenTech shareholders,” he said in the statement.

The deal is expected to close in the second quarter, subject to the approval of AspenTech shareholders, regulatory clearance and other customary conditions.

Goldman Sachs Group Inc. and Centerview Partners provided financial advice to Emerson, while JPMorgan Chase & Co. advised AspenTech.

(Updates with deal’s benefits in eighth paragraph)

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