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Ducommun Incorporated Confirms Receipt of Unsolicited, Non-Binding Indication of Interest From Albion River

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Ducommun Incorporated (NYSE: DCO) has received an unsolicited offer from Albion River to acquire all outstanding shares for $60.00 per share. The Board of Directors will review the proposal to determine its best interest. In 2023, Ducommun saw a market capitalization increase to $760M and achieved a record revenue of $757M.
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The proposal from Albion River LLC to acquire Ducommun at $60.00 per share represents a strategic move in the aerospace and defense sector, indicating potential consolidation in the industry. From a market perspective, such acquisitions can lead to economies of scale, enhanced market share and a stronger competitive position. It's essential to assess the premium offered against the current and historical stock performance of Ducommun. The year-over-year increase in market capitalization and record revenue suggests a trajectory that might influence the Board's decision on the fairness of the offer.

In evaluating the proposal's impact on the stock market, it's important to consider investor sentiment and potential reactions. A cash offer typically provides immediate liquidity to shareholders, which can be appealing, especially if the price is viewed as attractive relative to future growth prospects. The market will also scrutinize the acquisition's funding and Albion River LLC's strategy post-acquisition for clues on the long-term value creation.

When dissecting the financial implications of the acquisition offer, the all-cash nature of the deal is noteworthy. It suggests that Albion River LLC is confident in Ducommun's value and willing to commit a substantial capital outlay. The offer price needs to be weighed against Ducommun's financial health, including its all-time high revenue and market capitalization growth. A detailed financial analysis would compare the offer against Ducommun's projected cash flows and earnings to determine if the price represents a fair multiple.

Moreover, the role of RBC Capital Markets as a financial advisor is pivotal in ensuring that the offer aligns with the company's intrinsic value and future growth potential. The shareholders' interests hinge on the advisor's ability to negotiate a deal that maximizes their return while ensuring the company's long-term strategic positioning.

The legal intricacies of the acquisition proposal are critical. Ducommun's Board of Directors must navigate fiduciary responsibilities, ensuring any action taken is in the best interest of shareholders. The involvement of Simpson Thacher & Bartlett LLP as legal counsel indicates due diligence in this regard. The legal team will scrutinize the terms of the offer, regulatory compliance and potential risks associated with the transaction.

It's also important to consider the contractual obligations and potential severance of existing agreements post-acquisition. Legal experts will assess the implications of the takeover on contracts with clients, suppliers and employees. Any potential anti-trust issues arising from the consolidation within the aerospace and defense industry will also be a focal point of the legal analysis.

SANTA ANA, Calif., April 08, 2024 (GLOBE NEWSWIRE) -- Ducommun Incorporated (NYSE: DCO) (“Ducommun” or the “Company”), a global supplier of innovative electronic systems and structural solutions for the aerospace and defense industry, today confirmed that the Company’s Board of Directors has received an unsolicited non-binding indication of interest from Albion River LLC, a private direct investment firm, to acquire all outstanding shares of Ducommun for $60.00 per share in cash.

Consistent with its fiduciary duties and in consultation with its legal and financial advisors, the Board of Directors will carefully review and consider the proposal to determine if it is in the best interest of the Company and Ducommun’s shareholders. The Company’s shareholders do not need to take any action at this time and the Board has made no decision with respect to the Company’s response to the indication of interest.

Ducommun has a rich 175-year history and is the oldest continuously operating company in California. In 2023, the Company’s shareholders benefitted from a year-over-year increase in market capitalization from $605M in 2022 to $760M. The Company also reached a new all-time revenue record revenue of $757M in 2023.   

RBC Capital Markets, LLC is acting as a financial advisor to Ducommun, and Simpson Thacher & Bartlett LLP is acting as legal counsel.

About Ducommun Incorporated
Ducommun Incorporated delivers value-added innovative manufacturing solutions to customers in the aerospace, defense and industrial markets. Founded in 1849, the company specializes in two core areas – Electronic Systems and Structural Systems – to produce complex products and components for commercial aircraft platforms, mission-critical military and space programs, and sophisticated industrial applications. For more information, visit Ducommun.com

Forward Looking Statements

This press release includes "forward looking statements" within the meaning of the of the federal securities laws relating to Ducommun Incorporated, including statements relating to Ducommun’s expectations relating to the Albion’s unsolicited indication of interest and related matters, the Company’s aftermarket business, future M&A opportunities and similar expressions that concern Ducommun’s intentions or beliefs about future occurrences, expectations, or results. Forward looking statements are subject to risks, uncertainties and other factors that may change over time and may cause actual results to differ materially from those that are expected. It is very difficult to predict the effect of known factors, and Ducommun cannot anticipate all factors that could affect actual results that may be important to an investor. All forward-looking information should be evaluated in the context of these risks, uncertainties and other factors, including those factors disclosed under “Risk Factors” in our reports filed with the SEC, including the Company’s Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K, Current Reports on Form 8-K and its other filings with the SEC. The forward looking statements included in this press release are made only as of the date of this press release, and Ducommun does not undertake any obligation to (and expressly disclaims any such obligation to) update the forward looking statements to reflect subsequent events or circumstances.

CONTACTS:
Suman Mookerji, Senior Vice President, Chief Financial Officer, 657.335.3665

Steven Lipin/Lauren Odell, Gladstone Place Partners, 212.230.5930


FAQ

What offer did Ducommun receive from Albion River ?

Ducommun received an unsolicited offer to acquire all outstanding shares for $60.00 per share from Albion River

What will the Board of Directors do regarding the offer?

The Board of Directors will carefully review and consider the proposal to determine if it is in the best interest of the Company and its shareholders.

What financial milestones did Ducommun achieve in 2023?

In 2023, Ducommun saw a market capitalization increase to $760M and achieved a record revenue of $757M.

Who is acting as Ducommun's financial advisor?

RBC Capital Markets, is acting as a financial advisor to Ducommun.

Who is acting as Ducommun's legal counsel?

Simpson Thacher & Bartlett LLP is acting as legal counsel for Ducommun.

Ducommun Incorporated

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