Expands Pentair's Enclosures Group into Growing Thermal Market,
Provides Customers New Product Solutions
GOLDEN VALLEY, Minn., Oct. 17 /PRNewswire-FirstCall/ -- Pentair
(NYSE: PNR) today announced that it has entered into a definitive agreement to
acquire certain assets of APW Ltd., including the McLean Thermal Management,
Aspen Motion Technologies and Electronic Solutions businesses. These
businesses provide thermal management solutions and integration services to
the telecommunications, data communication, medical and security markets.
Pentair expects the transaction to be accretive to its earnings per share
in the first full 12 months. The transaction, which is subject to regulatory
approval and other customary closing conditions, is expected to close in the
fourth quarter of 2005. The terms of the transaction are not being disclosed.
However, the Company noted the purchase price, after taking tax benefits into
account and excluding transaction costs, amounted to approximately 85 percent
of the businesses' 2005 fiscal year sales of approximately $140 million.
"This acquisition reflects Pentair's Enclosures strategy to expand into
markets adjacent to its base electrical and electronic enclosures business.
The growth rates of the global thermal market are particularly attractive,
reflecting the ever-increasing use of electronics in the industrial and
technology markets," said Randall J. Hogan, Pentair chairman and chief
executive officer. "This is also an exciting opportunity to leverage the
disciplines of Pentair's high performing Enclosures team to implement
performance improvements across these businesses, and drive organic growth by
applying Pentair's proven integrated management processes."
Upon closing, these businesses will become part of Pentair's Enclosures
Group. The Group is expected to have annual sales of nearly $1 billion in
2006.
Michael V. Schrock, chief operating officer of Pentair's Enclosures and
Filtration businesses, said the global market for thermal management products
has been growing significantly faster than the electrical and electronic
markets worldwide. He noted, "Thermal conditioning is a market that cuts
across a diverse industry set. An estimated 55 percent of all electronic
failures occur due to heat. Thermal management is becoming an increasing
requirement due to factors such as miniaturization, which packs more
electronics into ever-smaller spaces with an accompanying increase in heat
generation.
"This acquisition also strengthens Enclosures' offerings to the
telecommunications and computing markets, accelerating our ability to serve
the rapidly growing needs of those markets through our Advanced
Telecommunications and Computing Architecture (ATCA) offerings," Schrock
added. "ATCA is a new global standard for embedded electronics platforms, and
enables the migration from proprietary technology to open architecture. It is
being embraced in data, telecommunications, and test and measurement
applications worldwide."
"Pentair brings our commitment to customer service, product quality and
innovation to the thermal market through this acquisition, and we are excited
by the opportunities we see to innovate and grow," Schrock said.
The company also reminds investors that, as previously announced, it will
announce third-quarter earnings on Tuesday, Oct. 25, 2005. A conference call
to discuss the company's earnings and review this acquisition is scheduled for
11 a.m. Central Daylight Time (CDT).
About APW's Thermal Management Business
APW's thermal management business employs approximately 1,000 people
across three facilities. Its McLean Thermal business is based in Champlin,
Minn., its Aspen Motion Technologies business in Radford, Va., and its
Electronic Solutions business in Poway, Calif. The company's McLean(TM) brand
systems cool indoor and outdoor cabinets and enclosures, protecting vital
electronics used by such industries as the telecommunications, data
communications, test equipment, medical, machine tool and automotive sectors.
About Pentair's Enclosures Group
Pentair's Enclosures Group produces technologically advanced systems to
house and protect sophisticated electronics. Through its Hoffman, Schroff,
Pentair Electronic Packaging and Taunus businesses, Pentair Enclosures serves
the industrial, commercial, telecommunications, data communications and
networking markets worldwide.
About Pentair, Inc.
Pentair (http://www.pentair.com) is a diversified operating company
headquartered in Minnesota. Its Water Group is a global leader in providing
innovative products and systems used worldwide in the movement, treatment,
storage and enjoyment of water. Pentair's Enclosures Group is a leader in the
global enclosures market, designing and manufacturing standard, modified and
custom enclosures that house and protect sensitive electronics and electrical
components. With 2004 revenues from continuing operations of $2.28 billion, or
$2.76 billion on a pro forma basis, Pentair has approximately 13,000 employees
worldwide.
This press release contains statements that Pentair believes to be
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995, including any statements about Pentair's
anticipated sales, earnings, synergies or other results or expected benefits
of the acquisition of these businesses. These forward-looking statements
generally can be identified by the use of words such as "believes,"
"anticipates" or "expects," or words of similar import. Such forward-looking
statements are subject to risks and uncertainties that could cause actual
results to differ from those currently anticipated, including the company's
ability to successfully integrate the operations of these businesses, the
ability to close the forementioned acquisition on Pentair's expected
timetable, and the risk that expected synergies may not be fully realized or
may take longer to realize than expected. Forward-looking statements included
herein are made as of the date hereof and Pentair undertakes no obligation to
update publicly such statements to reflect subsequent events or circumstances.
SOURCE Pentair, Inc.
CONTACT: Rachael Jarosh, Communications, +1-763-656-5280,
[email protected], or Mark Cain, Investor Relations, +1-763-656-5278,
[email protected], both of Pentair, Inc.