Carlisle Co. (CSL) Friday said it agreed to acquire brake
friction products maker Hawk Corp. (HWK) for $50 a share, giving
the target company an equity value of about $413 million.
The acquisition, approved unanimously by the boards of both
companies, will result in Hawk becoming a part of the Carlisle
Industrial Brake & Friction unit, Carlisle and Hawk said in a
joint statement.
"This transaction is consistent with our long-term strategic
goals to reach $5 billion in revenue and 15% EBIT margins, to
expand globally and to produce strong free cash flow," Carlisle
Chairman David A. Roberts said in the statement.
The transaction is expected to be accretive to Carlisle in the
first year. The acquisition of Hawk is expected to result in annual
run-rate synergies for Carlisle of approximately $20 million by
2012, of which a portion will be realized during 2011.
The transaction, structed as a cash tender offer, will be funded
with Carlisle's cash on hand and existing revolving credit
facility.
Hawk Chairman and Chief Executive Ronald E. Weinberg, along with
directors Norman Harbert and Byron Krantz, who collectively hold
approximately 34% of Hawk's outstanding common stock, have agreed
to sell their shares.
Both companies expect the transaction to be finalized by the end
of the year.