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| MTI Offer Clearly Superior to Imerys Offer of $45.25 for AMCOL |
NEW YORK, Mar 7, 2014 - (ACN Newswire) - Minerals Technologies Inc. (NYSE: MTX) announced today that it has made an increased binding cash offer of $45.75 per share to acquire all outstanding shares of AMCOL International Corporation (NYSE: ACO) of Hoffman Estates, Illinois.
The increased binding offer by Minerals Technologies (MTI) is superior to the bid of $45.25 offered on March 4, 2014 by Paris-based Imerys S.A. MTI's increased offer again provides the greatest value available to AMCOL's shareholders.
The revised offer has been approved unanimously by the Minerals Technologies board. MTI also confirmed that it had removed the financing contingency in the merger agreement conveyed to the AMCOL Board of Directors on March 4, 2014. JPMorgan has provided MTI with signed commitment papers with respect to financing the purchase price of the transaction.
"The increased offer of $45.75 makes our bid clearly superior," said Joseph C. Muscari, chairman and chief executive officer of Minerals Technologies. "We are highly confident in the merits of this transaction, including the strategic fit, the $50 million of specific and readily available synergies and the substantial growth opportunities for our shareholders."
MTI expects the transaction to be immediately accretive to earnings upon closing, excluding acquisition-related costs and charges, even before consideration of synergies. The transaction is expected to close in the first half of 2014 and would be subject to customary closing conditions.
Minerals Technologies expects more synergies over time through the deployment of its Operational Excellence/Lean management approach, speed to market with new products through combined technology platforms and accelerated geographic expansion.
"Our shareholders recognize and have benefited from the transformative changes that have occurred at MTI over the past few years to create a high-performance, cash-flow generating operating company," said Mr. Muscari. "Our strong operating-management system will enable MTI to quickly and effectively integrate AMCOL and to drive near-term growth in shareholder value. We look forward to working with AMCOL management and employees to complete this transaction and to engage with customers."
New York-based Minerals Technologies Inc. is a resource- and technology-based growth company that develops, produces and markets worldwide a broad range of specialty mineral, mineral-based and synthetic mineral products and related systems and services. The company recorded sales of $1.02 billion in 2013.
Cravath, Swaine & Moore LLP is acting as legal counsel to Minerals Technologies and Lazard is acting as its lead financial advisor. J.P. Morgan is also acting as a financial advisor.
This press release may contain forward-looking statements, which describe or are based on current expectations; in particular, statements of anticipated changes in the business environment in which the company operates and in the company's future operating results relating to the company's offer and the potential benefits of a transaction with AMCOL. Actual results may differ materially from these expectations. In addition, any statements that are not historical fact (including statements containing the words "believes," "plans," "anticipates," "expects," "estimates," "will," and similar expressions) should also be considered to be forward-looking statements. The company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this document should be evaluated together with the many uncertainties that affect our businesses, particularly those mentioned in the risk factors and other cautionary statements in our 2013 Annual Report on Form 10-K and in our other reports filed with the Securities and Exchange Commission.
Media
Brunswick Group
Steve Lipin/Lauren Odell
+1-212-333-3810
Minerals Technologies
Rick B. Honey
+1-212-878-1831
This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Minerals Technologies Inc via Globenewswire
Topic: General Announcement
Source: Minerals Technologies Inc.
https://www.acnnewswire.com
From the Asia Corporate News Network
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