Flowserve Announces French Regulatory Rejection of Velan Transaction

Rhea-AI Summary

Flowserve's acquisition of Velan Inc. has been rejected by the French Ministry of Economy.

Positive

• The rejection of the acquisition may negatively impact Flowserve's stock price.

Negative

• The French government's decision goes against their goal of encouraging foreign investment.

DALLAS--(BUSINESS WIRE)-- Flowserve Corporation (NYSE: FLS), a leading provider of flow control products and services for the global infrastructure markets, announced today that the French Ministry of Economy, as part of its Foreign Direct Investment review process, has rejected Flowserve’s acquisition of Velan Inc. (“Velan”) (TSX: VLN).

“We are obviously disappointed with the French government’s decision,” said Scott Rowe, Flowserve President and Chief Executive Officer. “We do not believe the decision aligns with the French government’s stated goal of encouraging foreign investment into France’s economy. Throughout this process, Flowserve worked diligently and proactively to address all of the concerns that were raised by the French government. We were optimistic about the acquisition of Velan and the numerous benefits this would provide for both companies and their stakeholders. We sincerely appreciate the efforts of our Flowserve associates and Velan team members who worked so tirelessly on the transaction. We remain excited about the future of Flowserve and will continue to aggressively pursue our 3D strategy.”

Flowserve and Velan previously extended the outside date (the “Outside Date”) of the arrangement agreement made as of February 9, 2023, among Velan, 14714750 Canada Inc. and Flowserve US Inc., as amended (the “Arrangement Agreement”) to October 7, 2023. With the latest development regarding the French regulatory denial, Flowserve does not intend to make any further extensions to the Outside Date and intends to terminate the Arrangement Agreement following the occurrence of the Outside Date. According to the terms of the Arrangement Agreement, no termination fee will be payable by either party.

About Flowserve: Flowserve Corp. is one of the world’s leading providers of fluid motion and control products and services. Operating in more than 50 countries, the company produces engineered and industrial pumps, seals and valves as well as a range of related flow management services. More information about Flowserve can be obtained by visiting the company’s website at www.flowserve.com.

Safe Harbor Statement: This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Words or phrases such as, "may," "should," "expects," "could," "intends," "plans," "anticipates," "estimates," "believes," "forecasts," "predicts" or other similar expressions are intended to identify forward-looking statements, which include, without limitation, earnings forecasts, statements relating to our business strategy and statements of expectations, beliefs, future plans and strategies and anticipated developments concerning our industry, business, operations and financial performance and condition

The forward-looking statements included in this news release are based on our current expectations, projections, estimates and assumptions. These statements are only predictions, not guarantees. Such forward-looking statements are subject to numerous risks and uncertainties that are difficult to predict. These risks and uncertainties may cause actual results to differ materially from what is forecast in such forward-looking statements, and include, without limitation, the following: the impact of the global outbreak of COVID-19 on our business and operations; global supply chain disruptions and the current inflationary environment could adversely affect the efficiency of our manufacturing and increase the cost of providing our products to customers; a portion of our bookings may not lead to completed sales, and our ability to convert bookings into revenues at acceptable profit margins; changes in global economic conditions and the potential for unexpected cancellations or delays of customer orders in our reported backlog; our dependence on our customers’ ability to make required capital investment and maintenance expenditures; if we are not able to successfully execute and realize the expected financial benefits from any restructuring and realignment initiatives, our business could be adversely affected; the substantial dependence of our sales on the success of the oil and gas, chemical, power generation and water management industries; the adverse impact of volatile raw materials prices on our products and operating margins; economic, political and other risks associated with our international operations, including military actions, trade embargoes, epidemics or pandemics or changes to tariffs or trade agreements that could affect customer markets, particularly North African, Latin American, Asian and Middle Eastern markets and global oil and gas producers, and non-compliance with U.S. export/re-export control, foreign corrupt practice laws, economic sanctions and import laws and regulations; increased aging and slower collection of receivables, particularly in Latin America and other emerging markets; our exposure to fluctuations in foreign currency exchange rates, including in hyperinflationary countries such as Venezuela and Argentina; potential adverse consequences resulting from litigation to which we are a party, such as litigation involving asbestos-containing material claims; expectations regarding acquisitions and the integration of acquired businesses; the potential adverse impact of an impairment in the carrying value of goodwill or other intangible assets; our dependence upon third-party suppliers whose failure to perform timely could adversely affect our business operations; the highly competitive nature of the markets in which we operate; environmental compliance costs and liabilities; potential work stoppages and other labor matters; access to public and private sources of debt financing; our inability to protect our intellectual property in the U.S., as well as in foreign countries; obligations under our defined benefit pension plans; our internal control over financial reporting may not prevent or detect misstatements because of its inherent limitations, including the possibility of human error, the circumvention or overriding of controls, or fraud; the recording of increased deferred tax asset valuation allowances in the future or the impact of tax law changes on such deferred tax assets could affect our operating results; our information technology infrastructure could be subject to service interruptions, data corruption, cyber-based attacks or network security breaches, which could disrupt our business operations and result in the loss of critical and confidential information; ineffective internal controls could impact the accuracy and timely reporting of our business and financial results; and other factors described from time to time in our filings with the Securities and Exchange Commission.

All forward-looking statements included in this news release are based on information available to us on the date hereof, and we assume no obligation to update any forward-looking statement.

View source version on businesswire.com: https://www.businesswire.com/news/home/20231005462898/en/

Flowserve Contacts

Jay Roueche, Vice President, Investor Relations & Treasurer (972) 443-6560

Mike Mullin, Director, Investor Relations (214) 697-8568

Wes Warnock, Vice President, Corporate Communications (972) 443-6900

Source: Flowserve Corporation

FAQ

What did Flowserve announce today?

Flowserve announced that the French Ministry of Economy rejected their acquisition of Velan Inc.

How does Flowserve feel about the decision?

Flowserve is disappointed with the French government's decision.

What is the impact on the acquisition agreement?

Flowserve does not intend to make any further extensions to the agreement and will terminate it after the specified date.

Will there be a termination fee?

No, according to the terms of the agreement, no termination fee will be payable by either party.