Anixter International Inc. to Sell Its Fasteners Segment to American Industrial Partners for $380 Million
February 12 2015 - 8:30AM
Business Wire
Transaction Sharpens Anixter’s Strategic Focus
and Provides Additional Financial Flexibility to Drive Continued
Growth
Anixter International Inc. (NYSE: AXE) today announced that it
has entered into a definitive agreement to sell its OEM Supply –
Fasteners (“Fasteners”) segment to American Industrial Partners
(“AIP”) for $380 million in cash, subject to certain post-closing
adjustments. The transaction, which was approved by Anixter’s Board
of Directors, is expected to close during the second quarter of
2015, subject to customary closing conditions and regulatory
approval.
Fasteners is a leading global distributor and manufacturer of
highly-engineered fasteners for customers in the heavy truck, power
train, luxury automotive, agriculture, construction, recreational
vehicles and other verticals. Fasteners serves customers in 15
countries, and the average relationship among its 10 largest
customers exceeds 17 years. The business reported 2014 revenues of
$938.5 million and operating profit of $39.1 million.
“This transaction follows significant progress by the Fasteners
team in delivering improved operating performance and benefits to
all stakeholders,” said Bob Eck, President and Chief Executive
Officer of Anixter. “Following the transaction, Anixter will have a
sharper strategic focus on our core Enterprise Cabling &
Security Solutions (ECS) and Electrical and Electronic Wire &
Cable (W&C) segments and additional financial flexibility to
build on these strong global platforms through organic investments,
as well as strategic acquisitions, allowing us to continue to
deliver long-term value to shareholders. For Fasteners, this
transaction will provide access to additional operational expertise
and financial resources to drive continued growth in its
industry.”
“We have great respect for Fasteners, which is widely recognized
as a leading global OEM supplier,” said Eric Baroyan, Partner at
AIP. “With deep, long-standing customer relationships, strong
management, a highly customized product portfolio and significant
global growth opportunities, Fasteners is well-positioned to
accelerate its business performance. We are fully supportive of
their strategic plan, and look forward to collaborating with their
talented team to build long-term value for customers, suppliers and
employees.”
“I am confident that we have found the right partner in AIP, who
brings deep operating and industry expertise as well as additional
financial resources, which will enhance our ability to meet the
needs of our customers and capitalize on global growth
opportunities,” said Ian Clarke, Executive Vice President –
Fasteners at Anixter. “Today’s announcement reflects the value the
Fasteners team has created, as well as AIP’s confidence in our
strategy and exciting future. We look forward to working with AIP
as we continue to build on our strong foundation and create
long-term value for all of our stakeholders.”
The Fasteners business includes 73 distribution centers, 12
quality labs and more than 1,900 employees worldwide. Upon closing,
Fasteners will continue to be led by its current management team,
with Ian Clarke assuming the role of President and Chief Executive
Officer of the new company. The company’s headquarters will remain
in Glenview, Illinois, and the name of the new company will be
announced upon closing.
AIP has also offered to acquire the portion of the Fasteners
business in France that has historically supported Fasteners’
global business.
Goldman, Sachs & Co. served as financial advisor and Sidley
Austin LLP served as legal counsel to Anixter. Baker Botts LLP
served as legal counsel to AIP.
About Anixter
Anixter International Inc. is a leading global distributor of
enterprise cabling and security solutions, electrical and
electronic wire and cable, and OEM supply fasteners and other small
parts. The company adds value to the distribution process by
providing its customers access to 1) innovative inventory
management programs 2) over 0.5 million products and $1.1 billion
in inventory 3) approximately 270 warehouses/branch locations with
7.5 million square feet of space and 4) locations in 300 cities in
more than 50 countries. Founded in 1957 and headquartered near
Chicago, Anixter trades on the New York Stock Exchange under the
symbol AXE.
About AIP
American Industrial Partners (“AIP”) is an operationally
oriented middle-market private equity firm that makes control
investments in North American-based industrial businesses serving
domestic and global markets. AIP has deep roots in the industrial
economy and has been active in private equity investing since 1989.
To date, AIP has completed over 50 transactions and is currently
managing more than $1.1 billion in equity capital. AIP invests in
all forms of corporate divestitures, management buyouts,
recapitalizations, and going-private transactions of established
businesses with revenues of $100 million to $750 million.
Safe Harbor Statement
Statements in this press release regarding the proposed
transaction between Anixter and AIP, the expected timetable for
completing the transaction, and any other statements about
Anixter’s management's future expectations, beliefs, goals, plans
or prospects constitute forward looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Any statements that are not statements of historical fact should
also be considered to be forward looking statements. There are a
number of important factors that could cause actual events to
differ materially from those indicated by such forward looking
statements, including: the ability to consummate the transaction;
the risk that regulatory approvals required for the contemplated
transaction are not obtained or are obtained subject to conditions
that are not anticipated; the risk that the financing required to
fund the transaction is not obtained; the risk that the other
conditions to the closing of the transaction are not satisfied;
potential adverse reactions or changes to business or employee
relationships, including those resulting from the announcement or
completion of the transaction; uncertainties as to the timing of
the closing; any changes in general economic and/or industry
specific conditions; and the other factors described in Anixter’s
Annual Report on Form 10-K for the year ended January 3, 2014 and
its most recent Quarterly Reports on Form 10-Q each filed with the
Securities and Exchange Commission. Anixter expressly disclaims any
intention or obligation to update any forward looking statements as
a result of developments occurring after the date of this press
release.
Anixter ContactsFor
Investors:Ted DoschAnixterEVP Finance and CFO224.521.4281orLisa
Micou Meers, CFAAnixterVice President – Investor
Relations224.521.8895orFor Media:Dawn MarksAnixterVice
President – Communications(224) 521-8484orBuyer ContactsBen DeRosaPartner – Business
DevelopmentAmerican Industrial Partners330 Madison Avenue, 28th
FloorNew York, NY 10017ben@americanindustrial.comT 212-627-2360
x200F 212-627-2372
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