Enodis plc Agrees to Recommend Manitowoc's (MTW) Offer, Following Completion of Auction Process

June 30, 2008 6:27 PM EDT

The Manitowoc Company, Inc. (NYSE: MTW) announced that it has been notified by the UK Takeover Panel that Enodis plc (LSE: ENO) intends to recommend Manitowoc's offer following completion of an auction process with Illinois Tool Works Inc. (NYSE: ITW). Manitowoc's successful bid was 328 pence per Enodis share, resulting in a transaction valued at approximately $2.7 billion, including the assumption of Enodis' net debt (approximately $249 million / 125 million pounds Sterling as of March 29, 2008).

The transaction will be structured as a court-sanctioned scheme of arrangement under the laws of the U.K. and is expected to close in the fourth quarter of 2008. The transaction is subject to court approval in the U.K., the approval of Enodis shareholders, as well as regulatory approvals in various jurisdictions. The Takeover Panel has advised Manitowoc that Illinois Tool Works will withdraw its offer to acquire Enodis subject only to the posting of the scheme document relating to Manitowoc's bid. The amount of ITW's increased bid in the auction process was not disclosed by the Takeover Panel.

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