Ingersoll Rand Inc. (NYSE:IR), Davidson, North Carolina, on Monday confirmed that on June 10, it made an all-cash non-binding proposal to the board of directors of SPX Flow Inc. (NYSE: FLOW) to acquire SPX Flow for $85 per share. The company’s proposal represents a 37% premium over last Friday’s closing price and a premium of approximately 20% over SPX Flow’s all-time high closing price.
On June 21, the SPX Flow board rejected the proposal and declined Ingersoll Rand’s request to engage in constructive dialogue, despite Ingersoll Rand’s willingness to enter into a customary standstill and non-disclosure agreement. This follows the rejection by SPX Flow of a prior offer by Ingersoll Rand of $81.50 per share made on May 27.
“We believe that SPX Flow has a strong strategic fit with Ingersoll Rand, including a resulting enhanced broad spectrum of complementary flow creation technologies, and that a combination presents a compelling value creation opportunity for the employees, customers and shareholders of both companies,” said Vicente Reynal, Ingersoll Rand president and CEO. “While we had hoped to complete a transaction privately, we remain committed to engaging with SPX Flow on a friendly basis and in a constructive and collaborative manner. To be clear, while we believe that SPX Flow is a strong strategic fit with Ingersoll Rand, we will be disciplined in our approach and not stray from our demonstrated commitment to pursuing accretive transactions that present significant, additional post-synergy value creation opportunities.”
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