Pentair Announces Agreement to Sell Valves & Controls Business to Emerson
August 18 2016 - 04:34PM
MANCHESTER, United Kingdom - August 18, 2016 -
Pentair plc (NYSE: PNR) today announced it has reached an agreement
to sell its Valves & Controls business to Emerson (NYSE: EMR).
The cash purchase price is $3.15 billion, subject to customary
working capital adjustments. The transaction is anticipated to be
completed late in 2016 or early in 2017 and is subject to customary
closing conditions and necessary regulatory approvals.
Randall J. Hogan, Pentair Chairman and CEO stated,
"We expect this transaction to provide Pentair the ability to
advance our strategy, drive growth, and focus resources on three
segments, all of which we believe have attractive growth
characteristics."
Pentair acquired the Valves & Controls
business in 2012 through an all-stock merger with the Flow Control
business of Tyco International Ltd. Valves & Controls'
2015 revenue was $1.8 billion. "Through the hard work of
dedicated employees, we significantly improved Valves &
Controls' operating profit, creating shareholder value," said Mr.
Hogan. "Additionally, the Flow Control acquisition provided the
scale and capital structure to further enable our strategy for
growth. "
Following the closing of the transaction,
Pentair's business will consist of three segments, Water Quality
Systems, Flow & Filtration Solutions, and Technical Solutions,
aligned with global trends to deliver solutions around water
quality and availability, equipment and building protection,
industrial and process efficiency, and food and beverage
processing.
"We remain narrowly diversified, which allows us
to prioritize investments and affords us opportunities to grow
organically and use our strengthened balance sheet as opportunities
arise," said Mr. Hogan.
Citi and Goldman, Sachs & Co. are serving as
financial advisors to Pentair and Foley & Lardner LLP is
providing legal counsel.
INVESTORS CONFERENCE CALL
Pentair Chairman and CEO Randall J. Hogan and
Chief Financial Officer John L. Stauch will discuss the transaction
and updated guidance for the company excluding Valves &
Controls on a two-way conference call with investors at 8:00 a.m.
Eastern tomorrow, Friday, August 19. A live audio webcast of the
call, along with the related presentation, can be accessed in the
Investors section of the company's website, www.pentair.com,
shortly before the call begins or by dialing 866-271-5991 or
973-638-3449 along with conference number 67785387. A replay of the
conference call will be made accessible once it becomes available
and will remain accessible through midnight on September 18, 2016
by dialing 855-859-2056 or 404-537-3406 along with the conference
number 67785387. The webcast presentation will be archived at the
company's website following the conclusion of the event.
ABOUT PENTAIR
Pentair plc (www.pentair.com) delivers
industry-leading products, services and solutions for its
customers' diverse needs in water and other fluids, thermal
management and equipment protection. With 2015 revenues of $6.4
billion, Pentair employs approximately 28,000 people worldwide.
CAUTION CONCERNING
FORWARD-LOOKING STATEMENTS
This press release contains
statements that we believe to be "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. All statements, other than statements of historical fact
are forward-looking statements. Without limitation, any statements
preceded or followed by or that include the words "targets,"
"plans," "believes," "expects," "intends," "will," "likely," "may,"
"anticipates," "estimates," "projects," "should," "would,"
"positioned," "strategy," "future" or words, phrases or terms of
similar substance or the negative thereof, are forward-looking
statements. These forward-looking statements are not guarantees of
future performance and are subject to risks, uncertainties,
assumptions and other factors, some of which are beyond our
control, which could cause actual results to differ materially from
those expressed or implied by such forward-looking statements.
These factors include the company's ability to complete the sale of
Valves & Controls on anticipated terms and timetable, overall
global economic and business conditions, including worldwide demand
for oil and gas; the ability to achieve the benefits of our
restructuring plans; the ability to successfully identify, finance,
complete and integrate acquisitions, including the ability to
successfully integrate and achieve the expected benefits of the
acquisition of ERICO Global Company; competition and pricing
pressures in the markets we serve; the strength of housing and
related markets; volatility in currency exchange rates and
commodity prices; inability to generate savings from excellence in
operations initiatives consisting of lean enterprise, supply
management and cash flow practices; increased risks associated with
operating foreign businesses; the ability to deliver backlog and
win future project work; failure of markets to accept new product
introductions and enhancements; the impact of changes in laws and
regulations, including those that limit U.S. tax benefits; the
outcome of litigation and governmental proceedings; and the ability
to achieve our long-term strategic operating goals. Additional
information concerning these and other factors is contained in our
filings with the U.S. Securities and Exchange Commission ("SEC"),
including in our 2015 Annual Report on Form 10-K. All
forward-looking statements speak only as of the date of this
report. We assume no obligation, and disclaim any obligation, to
update the information contained in this report.
# # #
Pentair contact:
Jim
Lucas
Vice President, Investor Relations & Strategic
Planning
Tel.:
763-656-5575
E-mail: jim.lucas@pentair.com
Rebecca Osborn
Senior Manager, External Communications
Tel.: 763-656-5589
E-mail: rebecca.osborn@pentair.com
This
announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Pentair plc via Globenewswire
HUG#2035576
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