Apollo Management L.P. Signs Agreement to Acquire Jacuzzi Brands, Inc.
11 10์ 2006 - 9:05PM
Business Wire
Apollo Management L.P. (๏ฟฝApollo๏ฟฝ) today announced that its
affiliates have signed a definitive merger agreement to purchase
Jacuzzi Brands, Inc. (NYSE: JJZ) in a transaction having a total
value of $1.25 billion, including the assumption of $257 million of
outstanding debt, net of cash. Under the terms of the merger
agreement, Jacuzzi Brands shareholders will receive $12.50 per
share in cash. The transaction, which is expected to close in the
first quarter of 2007, will be financed through a combination of
equity and debt and is subject to the customary closing conditions,
including receipt of equity and debt financing, regulatory approval
and approval by Jacuzzi Brands๏ฟฝ shareholders. The Board of
Directors of Jacuzzi Brands has approved the merger agreement and
has recommended to Jacuzzi Brands๏ฟฝ shareholders that they vote in
favor of the transaction. Apollo also announced that, upon closing,
Jacuzzi Brands๏ฟฝ water management business (๏ฟฝZurn๏ฟฝ), a leader in the
domestic water management industry, will be acquired by one of its
existing portfolio companies, Rexnord Corporation
(www.rexnord.com), a leading manufacturer of highly engineered
power transmission, aerospace, and other precision motion
technology products. Jacuzzi Brands๏ฟฝ Bath and Spa businesses
(๏ฟฝJacuzzi Bath๏ฟฝ), the global leader in branded bath, spa and shower
products, will become a stand-alone company, retaining the Jacuzzi
name. Al Marini, President & CEO of Jacuzzi Brands will
continue to have leadership responsibility for both the Zurn and
Jacuzzi Bath businesses. Larry Berg, a Senior Partner of Apollo,
said, ๏ฟฝWe are excited to be partnering with George M. Sherman,
Non-Executive Chairman of Rexnord Corporation, and former President
and CEO of Danaher Corporation, in the acquisition of Jacuzzi
Brands. George will assume the role as Non-Executive Chairman of
Jacuzzi Bath and will be a co-investor with Apollo in this
acquisition. We also look forward to supporting Al Marini, and his
management team, in continuing the success of these businesses.๏ฟฝ
George Sherman, said, ๏ฟฝI look forward to working with Al Marini and
the management teams at Zurn and Jacuzzi Bath. By adding Zurn to
Rexnord๏ฟฝs already successful business, we will create a high
quality multi-industry company with the potential for enhanced
growth. As a private stand-alone focused entity, Jacuzzi Bath has
the potential to leverage premier brands, innovation, and quality
to achieve accelerated performance and growth.๏ฟฝ Credit Suisse
served as financial advisor to Apollo Management on this
transaction. About Apollo Apollo, founded in 1990, is a recognized
leader in private equity, debt and capital markets investing. Since
its inception, Apollo has successfully invested over $16 billion in
companies representing a wide variety of industries, both in the
United States and internationally. Apollo is currently investing
its sixth private equity fund, Apollo Investment Fund VI, L.P.,
which, along with related co-investment entities, represents
approximately $12 billion of new capital. About Jacuzzi Brands
Jacuzzi Brands, Inc., through its subsidiaries, is a global
manufacturer and distributor of branded bath and plumbing products
for the residential, commercial and institutional markets. These
include whirlpool baths, spas, showers, sanitary ware and bathtubs,
as well as professional grade drainage, water control, commercial
faucets and other plumbing products. Its products are marketed
under a portfolio of brand names, including JACUZZI๏ฟฝ, SUNDANCE๏ฟฝ,
ZURN๏ฟฝ, and ASTRACAST๏ฟฝ. Forward-Looking Statements Statements in
this release that are not strictly historical may be
๏ฟฝforward-looking๏ฟฝ statements, which involve risks and
uncertainties. These include economic and currency conditions,
market demand, pricing and competitive and technological factors,
among others, as set forth in our SEC filings. We undertake no
obligation to publicly update or review any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as otherwise required by law.
Although we believe this acquisition will occur, there can be no
assurance regarding the successful completion of either Apollo๏ฟฝs
acquisition of Jacuzzi or RBS Global/Rexnord Corporation๏ฟฝs
acquisition of Zurn. Apollo Management L.P. ("Apollo") today
announced that its affiliates have signed a definitive merger
agreement to purchase Jacuzzi Brands, Inc. (NYSE: JJZ) in a
transaction having a total value of $1.25 billion, including the
assumption of $257 million of outstanding debt, net of cash. Under
the terms of the merger agreement, Jacuzzi Brands shareholders will
receive $12.50 per share in cash. The transaction, which is
expected to close in the first quarter of 2007, will be financed
through a combination of equity and debt and is subject to the
customary closing conditions, including receipt of equity and debt
financing, regulatory approval and approval by Jacuzzi Brands'
shareholders. The Board of Directors of Jacuzzi Brands has approved
the merger agreement and has recommended to Jacuzzi Brands'
shareholders that they vote in favor of the transaction. Apollo
also announced that, upon closing, Jacuzzi Brands' water management
business ("Zurn"), a leader in the domestic water management
industry, will be acquired by one of its existing portfolio
companies, Rexnord Corporation (www.rexnord.com), a leading
manufacturer of highly engineered power transmission, aerospace,
and other precision motion technology products. Jacuzzi Brands'
Bath and Spa businesses ("Jacuzzi Bath"), the global leader in
branded bath, spa and shower products, will become a stand-alone
company, retaining the Jacuzzi name. Al Marini, President & CEO
of Jacuzzi Brands will continue to have leadership responsibility
for both the Zurn and Jacuzzi Bath businesses. Larry Berg, a Senior
Partner of Apollo, said, "We are excited to be partnering with
George M. Sherman, Non-Executive Chairman of Rexnord Corporation,
and former President and CEO of Danaher Corporation, in the
acquisition of Jacuzzi Brands. George will assume the role as
Non-Executive Chairman of Jacuzzi Bath and will be a co-investor
with Apollo in this acquisition. We also look forward to supporting
Al Marini, and his management team, in continuing the success of
these businesses." George Sherman, said, "I look forward to working
with Al Marini and the management teams at Zurn and Jacuzzi Bath.
By adding Zurn to Rexnord's already successful business, we will
create a high quality multi-industry company with the potential for
enhanced growth. As a private stand-alone focused entity, Jacuzzi
Bath has the potential to leverage premier brands, innovation, and
quality to achieve accelerated performance and growth." Credit
Suisse served as financial advisor to Apollo Management on this
transaction. About Apollo Apollo, founded in 1990, is a recognized
leader in private equity, debt and capital markets investing. Since
its inception, Apollo has successfully invested over $16 billion in
companies representing a wide variety of industries, both in the
United States and internationally. Apollo is currently investing
its sixth private equity fund, Apollo Investment Fund VI, L.P.,
which, along with related co-investment entities, represents
approximately $12 billion of new capital. About Jacuzzi Brands
Jacuzzi Brands, Inc., through its subsidiaries, is a global
manufacturer and distributor of branded bath and plumbing products
for the residential, commercial and institutional markets. These
include whirlpool baths, spas, showers, sanitary ware and bathtubs,
as well as professional grade drainage, water control, commercial
faucets and other plumbing products. Its products are marketed
under a portfolio of brand names, including JACUZZI(R),
SUNDANCE(R), ZURN(R), and ASTRACAST(R). Forward-Looking Statements
Statements in this release that are not strictly historical may be
"forward-looking" statements, which involve risks and
uncertainties. These include economic and currency conditions,
market demand, pricing and competitive and technological factors,
among others, as set forth in our SEC filings. We undertake no
obligation to publicly update or review any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as otherwise required by law.
Although we believe this acquisition will occur, there can be no
assurance regarding the successful completion of either Apollo's
acquisition of Jacuzzi or RBS Global/Rexnord Corporation's
acquisition of Zurn.
Jacuzzi (NYSE:JJZ)
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