Parker Hannifin is to acquire hydraulic fluid power systems developer Denison International in a cash tender offer.
The agreement calls for Denison shareholders to receive $24 in cash for each Denison ordinary share, including those represented by American Depositary Shares, and each Denison ‘A’ ordinary share.
As part of the transaction, which is expected to close in the first quarter of 2004, Parker will acquire Denison’s cash at closing. As of September 30, 2003, Denison’s balance sheet reflected $56.2 million in cash with $0.8 million in notes payable.
Denison shareholders holding approximately 47% of the ordinary shares (including those represented by American Depositary Shares), and more than 90% of the ‘A’ ordinary shares, have already entered into agreements to tender their shares in response to Parker’s offer.
With annual revenues of approximately $180 million, 61% of Denison’s business is in Europe, and worldwide the company employs approximately 1,150 people. Parker Hannifin employs more than 46,000 people in 44 countries around the world and has annual sales of $6 billion.
The agreement is subject to customary regulatory approvals and certain closing conditions.