Technology and engineering company Danaher has agreed to buy color specialist X-Rite, for around $625M. X-Rite, which includes the GretagMacbeth and Pantone brands, has color matching products across a variety of industrial sectors, including medical, textiles and beauty products as well as photography and print production. Danaher says the purchase will complement its Esko packaging and print, and Videojet product coding and marking businesses. X-Rite will continue to operate as a stand-alone company within Danaher's Industrial Technologies group.
X-Rite Announces Agreement for Danaher to Acquire Company for $5.55 per Share
Transaction Will Significantly Enhance X-Rite’s Growth Opportunities through Increased Scale and Access to New Markets and Complementary Technologies
GRAND RAPIDS, Mich., April 10, 2012 – X-Rite, Incorporated (NASDAQ:XRIT) today announced that it has signed a definitive merger agreement with Danaher (NYSE: DHR) under which Danaher will acquire the company for $5.55 per share in cash, or a total of approximately $625 million including the assumption of debt, net of cash. The transaction was unanimously approved by the X-Rite Board of Directors.
The cash tender offer of $5.55 per share is expected to commence within 5 business days. This offer represents a premium of 39% over X-Rite’s closing share price of $4.00 on April 9, 2012, the last trading day prior to the announcement. Certain stockholders representing approximately 68% of the voting power of X-Rite’s outstanding shares intend to tender their shares into the offer.
Thomas J. Vacchiano Jr., X-Rite’s Chief Executive Officer said, “Joining Danaher enhances X-Rite’s ability to achieve our growth goals while realizing a significant and immediate all-cash premium for X-Rite stockholders. Danaher’s global scale, market presence and resources will allow X-Rite to accelerate our growth, particularly for our key strategic initiatives like PantoneLIVE and Appearance solutions. As part of Danaher, X-Rite will be able to expand our access to new markets and complementary technologies.”
Upon completion of the transaction, X-Rite, headquartered in Grand Rapids, Michigan, will operate as a stand-alone company within Danaher’s Product Identification group which is a part of their Industrial Technology Segment. X-Rite’s existing management team will continue to hold key senior leadership positions at the Company following the close of the transaction. X-Rite will continue to do business under its existing X-Rite, Pantone and other leading brands.
Vacchiano continued, “Our commitment to our customers, employees, partners and local communities remains unchanged. We expect X-Rite customers and employees to benefit from our being part of a larger, stronger company focused on growth and innovation and which shares our passion for retaining, developing and recruiting the best talent available.”
The transaction is subject to regulatory approval and customary closing conditions. It is expected to close during the second quarter of 2012.
Centerview Partners acted as financial advisor to X-Rite and Winston & Strawn LLP served as legal advisor to X-Rite.
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