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HomeMy WebLinkAboutNCGNE1100_Name-Owner Change Supporting Info_2/28/2019All Resuks v searCD IDr a RePDn0Dr part DUM Lm PRODUCTS• SUPPORT DIVISIONS WHERE TDBUY CAREERS ABOUTPARKER Creates most diverse global provider of h] ei products, offering customers a single streamlined source br 91raaon solutions CLEVELAND jFebruery 28, 20171— Parker Hannifin Corporation (NYSE: PH), the global leader in motion and control technologies, today completed its acquisition of CLARCOR Inc., a major manufacturer of filtration products, for approximately$4.3 billion in cash, including the assumption of not debt. The strategictransaclion creates a combined organization with a comprehensive portfolio of filtration products and technDlogies, offering customers a single streamlined source for all their purification and separation needs. Under the definitive agreement signed on December 1, P016, Parker has purchased all outstanding CLARCOR shares fvW per share in cash. The transaction is expected to be accretive to Parker's cash flow, earnings per share and earnings before tax, interest, depreciation and amortization, after adjusting for one-time costs. In the highly complementary combination, CLARCOR joins Parker's Filtration Group and prwndes Parker with additional proprietary media, industrial and process flltraiion products and technologies, as well as a broad portfolio of replacement ters. It also adds more than adozen respected CLARCOR brands, including CLARCOR, Baldwin, Fuel Manage, PECOFacet, Airguard, Altair, BHA@, Clearcunent@, Clark Filler, Hastings, United Air Specialists, Keddeg and Purolator. In addition, Parker possesses strong relationships with original equipment manufacturers and customers in international markets while CLARCOR centributes a solid U.S. presence, especially for recurring sales in the aflermarkel. This is an excising new journey as we work together to build the next generation ofhltraiion, said Tom Williams, Chairman and Chief Executive Officer of Parker. 'Our enhanced filtration presence is expected to add resilience to our bottom line, improve operating margins, and enable us to meet IDng-term growth goals, strengthening our abilityto achieve top quartile hnancial performance The combination deeply expands our ability to help make our world cleaner and safer while equipping our team members with new opportunities to innovate and grow,' said Rob Malone, Parker's Filtration Group President. The acquisition also offers significant operating synergies from our combined strengths to better serve our customers! An integration team has been formed including employees from both Parker and CLARCOR, and a detailed integration plan is underway designed to capture synergies and allow for a smooth transition of the two organizations. About Parker Hannifin Parker Hannifin is a Fortune 250 global leader in motion and control technologies. For 100 years the company has engineered the success of its customers in awide range of diversified industrial and aerospace markets. Parker has increased its annual diYdend per share paid to shareholders for 60 consecutive fiscal years, among the topfive longest -conning divdend- increase records in the S&P 500 index. Learn more at www.phstock.com or @parkerhannifin. Cautionary Statement Regarding Forward.Luoking Statements Forward -looking statements contained in this and other written and oral reports are made based on known events and circumstances at the time of release, and as such, are subject in the future to unforeseen uncertainties and risks. These statements may be identified from use of terminology such as `anticipates; 'believes; `may, `should; `could; 'potential,' `continues; `plans; 'forecasts; `estimates; 'projects; `predicts; would; `intends; `anticipates; 'expects; 'targets; 'is likely, 'will; or the negative of these terms and similar expressions, and include all statements regarding future performance, earnings projections, events or developments. Forward.Looking Statements FDrww6aoking statements contained in this and otherwritlen and oral reports are made based on known events and circumstances at the time of release, and as such, are subject in the future to unforeseen uncertainties and risks. These statements may be identified from use o-ffDnvard IDo-kingtemunDlogy such as `anticipates; `believes; 'may, 'should,"could" 'potential,' 'continues,' plans; 'forecasts; `estimates; 'projects,' predicts,' would; 'Intends,' anticipates; `expects; `targets, 'is likely, will; or the negative of these terms and similar expressions, and include all statements regarding future performance, earnings projections, events or developments. It is possible that the future performance and earnings projections of the company, including its in6dual segments, maydiffer materially from current expectations, depending on economic conditions within its mobile, industrial and aerospace markets, and the comi ability to maintain and achieve anticipated benefits associated with announced realignment aclivties, strategic initiatives to improve operating margins, actions taken tocombal the effects of the current economic envmnmenl, and growth, innovation and global diversification initiatives. Achange in the economic conditions in ini markets may have a panic ularly volatile effect on segment performance.