NX - Quanex Building Products' Acquisition of Tyman Approved by Each Companies' Shareholders | Benzinga
HOUSTON, July 12, 2024 (GLOBE NEWSWIRE) -- Quanex Building Products Corporation (NYSE:NX) ("Quanex" or the "Company") today announced that shareholders of both Quanex and Tyman plc (LSE:TYMN) ("Tyman") have approved Quanex's proposed acquisition of Tyman.
"On behalf of our Board of Directors and executive management team, I would like to thank Quanex and Tyman shareholders for their support as we move swiftly towards completing the transaction and creating a comprehensive solutions provider in the building products industry," said George Wilson, Chairman, President and Chief Executive Officer of Quanex. "We continue to prepare internally for the upcoming integration of our two companies and we look forward to working alongside our talented colleagues at Tyman following the close of the transaction. Once combined, we expect to deliver unparalleled value to our customers, employees, and shareholders."
Tyman shareholders will receive either a mix of 240.0 pence in cash and 0.05715 shares of Quanex common stock for each Tyman share, or a Capped All-Share Alternative of 0.14288 shares of Quanex common stock per Tyman share. The Capped All-Share Alternative will be subject to proration if more than 25% of the outstanding Tyman shares elect to receive it. Tyman shareholders, upon the closing of the transaction, will also receive a Special Dividend of 15 pence in cash. Upon closing of the transaction and subject to the elections made by Tyman shareholders, Tyman shareholders will own approximately 30-32% of Quanex on a fully diluted basis.
The acquisition remains subject to the satisfaction of customary closing conditions and is expected to close in August of this year.
About Quanex
Quanex is a global manufacturer with core capabilities and broad applications across various end markets. The Company currently collaborates and partners with leading OEMs to provide innovative solutions in the window, door, vinyl fencing, solar, refrigeration and cabinetry markets. Looking ahead, Quanex plans to leverage its material science expertise and process engineering to expand into adjacent markets.
About Tyman
Tyman is a leading international supplier of engineered fenestration components and access solutions to the construction industry. The Group designs and manufactures products that enhance the comfort, sustainability, security, safety, and aesthetics of residential homes and commercial buildings. Tyman's portfolio of leading brands serves their markets through three regional divisions (North America, UK, Ireland, and Europe) and covers all aspects of the hardware and sealing solutions required for doors and windows, and a full suite of solutions for roof, wall and floor access in residential and commercial buildings.
Forward Looking Statements
This press release contains certain "forward-looking statements". These statements are based on the current expectations of the management of Quanex and are naturally subject to uncertainty and changes in circumstances. The forward-looking statements include statements relating to the expected effects of the acquisition. Forward-looking statements include statements typically containing words such as "will", "may", "should", "believe", "intends", "expects", "anticipates", "targets", "estimates" and words of similar import and including statements relating to future capital expenditures, expenses, revenues, economic performance, financial conditions, dividend policy, losses and future prospects and business and management strategies and the expansion and growth of the operations of Quanex following completion of the acquisition. Although Quanex believes that the expectations reflected in such forward-looking statements are reasonable, Quanex can give no assurance that such expectations will prove to be correct. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors that could cause actual results and ...