Notable Mergers and Acquisitions of the Day 05/09: (HDNG)/(ITW) (POST) (YRCW)/(ABFS)
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* Hardinge, Inc. (Nasdaq: HDNG) has entered into a definitive agreement to acquire Forkardt from Illinois Tool Works (NYSE: ITW) for $34 million in a negotiated transaction. The acquisition, which is expected to be completed today, will be funded with a combination of cash and debt. With well-established brands, Forkardt includes companies that are leading global providers of high-precision, specialty and customized workholding devices for machine tools. Its headquarters and U.S. operations are in Traverse City, Michigan. It also has operations in France, Germany, and Switzerland.
Forkardt was founded in Germany in 1923 by Paul Forkardt, as a manufacturer of chucks. In 2004, Forkardt merged with ITW Workholding, a North American manufacturer of workholding devices, and has become what Forkardt is today. The combined company evolved to be a global leader in innovation, design and manufacture of high precision, high quality, specialty and custom designed rotating workholding devices for machine tools. The legacy brands include: Forkardt, NA Woodworth, Buck Chuck, Sheffler Collet, and Logansport Cylinder.
Forkardt's revenue in 2012 was $47 million. Hardinge expects the acquisition to be accretive in 2013. Concurrent with the acquisition, William Sepanik, formerly Group General Manager of Forkardt, will be appointed Vice President – Forkardt and will report to Hardinge's President and CEO.
* Post Holdings, Inc. (NYSE: POST) has signed a definitive agreement to acquire the branded and private label cereal, granola and snacks business of Hearthside Food Solutions, a portfolio company of Wind Point Partners.
Post will acquire assets from Hearthside comprising the Golden Temple, Peace Cereal, Sweet Home Farm and Willamette Valley Granola Company brands, as well as its private label granola business. Both the private label and the acquired brands are sold predominantly through the natural and health channels. Post plans to combine the acquired business with its Attune Foods business, a branded ready to eat cereal business Post acquired in December 2012. The expanded Attune Foods will continue to be managed independently and will report to Terence E. Block, President and Chief Operating Officer of Post Holdings, Inc.
The acquisition includes a 135,000 square foot manufacturing facility, capable of producing a variety of product and package formats, and a 30,000 square foot finished goods warehouse. Both facilities will be leased by Post and are located in Eugene, Oregon, where the business will continue to be based. In addition to its Eugene presence, the newly combined Attune business will have offices in Phoenix, Arizona and San Francisco, California.
On a full year basis, the transaction is expected to contribute approximately $70 million to net sales and approximately $17-19 million to EBITDA, inclusive of expected annualized synergies. The transaction is structured as an asset purchase with Post benefiting from the "step-up" in the tax basis of the acquired assets and the resulting tax deduction. Management estimates the cash tax benefit of the step-up to have a net present value of approximately $25-30 million.
* YRC Worldwide Inc. (Nasdaq: YRCW) confirms that it had made a preliminary proposal to acquire Arkansas Best Corp (Nasdaq: ABFS).
In response, President and CEO Judy McReynolds stated that she had shared the proposal and discussed it with the company's board of directors but declined to enter into talks with YRCW because "timing was not right to consider such a transaction." James Welch, chief executive officer of YRCW, said, "Our board and management believed then and believes now that the combination of Arkansas Best and YRCW would be in the best interests of all employees, customers and shareholders of both companies. We remain committed to continuing the great strides we have made at YRCW."
To keep up on all the Mergers & Acquisitions data in real-time, go to our new M&A Insider page.
Forkardt was founded in Germany in 1923 by Paul Forkardt, as a manufacturer of chucks. In 2004, Forkardt merged with ITW Workholding, a North American manufacturer of workholding devices, and has become what Forkardt is today. The combined company evolved to be a global leader in innovation, design and manufacture of high precision, high quality, specialty and custom designed rotating workholding devices for machine tools. The legacy brands include: Forkardt, NA Woodworth, Buck Chuck, Sheffler Collet, and Logansport Cylinder.
Forkardt's revenue in 2012 was $47 million. Hardinge expects the acquisition to be accretive in 2013. Concurrent with the acquisition, William Sepanik, formerly Group General Manager of Forkardt, will be appointed Vice President – Forkardt and will report to Hardinge's President and CEO.
* Post Holdings, Inc. (NYSE: POST) has signed a definitive agreement to acquire the branded and private label cereal, granola and snacks business of Hearthside Food Solutions, a portfolio company of Wind Point Partners.
Post will acquire assets from Hearthside comprising the Golden Temple, Peace Cereal, Sweet Home Farm and Willamette Valley Granola Company brands, as well as its private label granola business. Both the private label and the acquired brands are sold predominantly through the natural and health channels. Post plans to combine the acquired business with its Attune Foods business, a branded ready to eat cereal business Post acquired in December 2012. The expanded Attune Foods will continue to be managed independently and will report to Terence E. Block, President and Chief Operating Officer of Post Holdings, Inc.
The acquisition includes a 135,000 square foot manufacturing facility, capable of producing a variety of product and package formats, and a 30,000 square foot finished goods warehouse. Both facilities will be leased by Post and are located in Eugene, Oregon, where the business will continue to be based. In addition to its Eugene presence, the newly combined Attune business will have offices in Phoenix, Arizona and San Francisco, California.
On a full year basis, the transaction is expected to contribute approximately $70 million to net sales and approximately $17-19 million to EBITDA, inclusive of expected annualized synergies. The transaction is structured as an asset purchase with Post benefiting from the "step-up" in the tax basis of the acquired assets and the resulting tax deduction. Management estimates the cash tax benefit of the step-up to have a net present value of approximately $25-30 million.
* YRC Worldwide Inc. (Nasdaq: YRCW) confirms that it had made a preliminary proposal to acquire Arkansas Best Corp (Nasdaq: ABFS).
In response, President and CEO Judy McReynolds stated that she had shared the proposal and discussed it with the company's board of directors but declined to enter into talks with YRCW because "timing was not right to consider such a transaction." James Welch, chief executive officer of YRCW, said, "Our board and management believed then and believes now that the combination of Arkansas Best and YRCW would be in the best interests of all employees, customers and shareholders of both companies. We remain committed to continuing the great strides we have made at YRCW."
To keep up on all the Mergers & Acquisitions data in real-time, go to our new M&A Insider page.
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