Flow International Corporation, a developer and manufacturer of industrial waterjet machines for cutting and cleaning applications, today announced that it has entered into an agreement to be acquired by American Industrial Partners in a transaction valued in excess of $200 million. Under the terms of the agreement, American Industrial Partners will acquire all of the outstanding shares of Flow common stock for $4.05 per share in cash. This value represents an 11.3 times multiple of trailing four quarter reported EBITDA, which was $17.8 million as of July 31, 2013. The transaction is expected to close in early 2014.
Flow International Corporation (Nasdaq:FLOW) is a developer and manufacturer of industrial waterjet machines for cutting and cleaning applications used in multiple industries including automotive, aerospace, job shop, surface preparation, and more. The company is based in Kent, WA (www.FlowWaterjet.com).
“I am pleased to announce this agreement, which maximizes value for all of our shareholders. This transaction represents a successful conclusion to our extensive ‘strategic alternatives’ investigation, during which the company contacted many strategic and financial partners,” said Charley Brown, President and CEO of Flow. “In AIP, we have a partner with a strong reputation and proven record of success, who understands the potential of Flow’s waterjet solutions and has the resources and expertise to help accelerate our growth plans. We believe this transaction appropriately recognizes the value of Flow’s technology and customer relationships, while providing our stockholders with a meaningful cash premium for their investment.”
American Industrial Partners invests in North American headquartered industrial companies with sales ranging from $100 million to $500 million. The firm was founded in 1989 and is currently managing more than $1.1 billion in equity capital. American Industrial Partners is based in New York (www.americanindustrial.com).
“We are excited about this agreement with Flow, which is known throughout its industry for its innovative waterjet technology. We have been impressed by the company’s capabilities and its strong relationships with its global customer base. We will work with the Flow management team to continue investing in the company’s technology to grow the waterjet share of the worldwide cutting market,” said Richard Hoffman, partner of AIP.
The transaction has fully committed financing and is not subject to any condition with regard to the financing.
UBS Investment Bank is serving as Flow’s financial advisor and K&L Gates is serving as legal counsel. Houlihan Lokey is serving as AIP’s financial advisor and Ropes & Gray and Baker Botts are serving as co-legal counsel.
© 2013 PEPD • Private Equity’s Leading News Magazine • 9-26-13
