SPX Announces Agreement to Purchase Cincinnati Fan from Dominus Capital
SPX Corporation (NYSE: SPXC) announced a definitive agreement to acquire Cincinnati Fan & Ventilator Co. from Dominus Capital, expanding its HVAC Cooling platform into the engineered air movement market. The acquisition, expected to close by year-end 2021, will leverage Cincinnati Fan's expertise and brand synergy with SPX's existing operations. This marks SPX's tenth acquisition since 2018, enhancing its capabilities and market positioning. Post-integration, the acquisition is anticipated to positively impact SPX's HVAC segment margins.
- Acquisition of Cincinnati Fan expected to enhance SPX's HVAC capabilities.
- Potential for increased growth and market expansion utilizing Cincinnati Fan's expertise.
- Acquisition is anticipated to be accretive to HVAC segment margin.
- Transaction dependent on obtaining regulatory approval and may face delays.
- Potential unexpected costs or liabilities associated with the acquisition.
Highly Strategic Acquisition Expands HVAC Cooling Platform into Attractive Engineered Air Movement Market; Closing Expected by Year End 2021
CHARLOTTE, N.C., Nov. 15, 2021 (GLOBE NEWSWIRE) -- SPX Corporation (NYSE:SPXC) announced today that it has entered into a definitive agreement to purchase Cincinnati Fan & Ventilator Co., Inc. (“Cincinnati Fan”), a leader in engineered air movement solutions, including blowers and critical exhaust systems, from Dominus Capital, L.P. (“Dominus”). Cincinnati Fan is headquartered in Mason, Ohio and has approximately 215 employees in the US and the UK.
“We are very excited about welcoming Cincinnati Fan to the SPX team,” said Gene Lowe, President and CEO of SPX. “Cincinnati Fan’s well-known brand and attractive niche-engineered products are a strong fit with our global HVAC Cooling business, where we already share some common distribution in the US. We see multiple opportunities to create additional value, and accelerate our combined growth, by leveraging Cincinnati Fan’s technical expertise in engineered air movement across our US and global cooling platforms. This will be our 10th acquisition since 2018. The transaction further validates our strategy of building high quality, market-leading platforms, and helps create a foundation for further growth in closely adjacent HVAC end markets.”
“The combination of Cincinnati Fan with SPX’s Global Cooling business is an excellent fit,” said Paul Burton, President and CEO of Cincinnati Fan. “Bringing together our high-quality, engineered air movement solutions with SPX’s global footprint and marketing infrastructure will provide numerous opportunities for both our employees and customers. I look forward to working with the SPX team to build an even stronger, more valuable platform.” Mr. Burton will continue to lead Cincinnati Fan following the closing of the transaction.
The transaction is expected to close by year end 2021 and is subject to regulatory approval and customary closing conditions. Other terms of the transaction are not being disclosed at this time. Once fully integrated, SPX anticipates that the acquisition will be accretive to its HVAC segment margin.
SPX was represented by BlackArch Partners, LLC as financial adviser and Holland & Knight LLP as legal counsel. William Blair served as financial advisor, and White & Case LLP served as legal counsel for Cincinnati Fan.
About SPX Corporation: SPX Corporation is a supplier of highly engineered products and technologies, holding leadership positions in the HVAC and detection and measurement markets. Based in Charlotte, North Carolina, SPX Corporation has more than 4,000 employees in 15 countries. SPX Corporation is listed on the New York Stock Exchange under the ticker symbol “SPXC.” For more information, please visit www.spx.com
About Cincinnati Fan: Founded in 1956, Cincinnati Fan and Ventilator is a leading manufacturer of engineered air moving solutions for OEM applications across a diverse range of industries. The Company offers reliable, short lead-times on built-to-order industrial fans and blowers, which can be customized to meet end-users' specifications. Primary products include centrifugal fans and blowers, axial fans, portable fume exhausters, critical exhausts systems, high temperature fans and other highly-engineered solutions. The company is headquartered in Mason, Ohio, and has locations in the US and the United Kingdom. For more information please visit www.cincinnatifan.com
About Dominus Capital: Based in New York, Dominus Capital is a leading middle-market private equity investment firm that focuses on management-led buyouts and growth capital investments in companies in the business services, light manufacturing and consumer sectors. Drawing on the experience, knowledge and network of its founders and a team of in-house operating executives, Dominus Capital works hand-in-hand with exceptional management teams to unlock the untapped potential of its portfolio companies. The firm takes a long-term approach to investing and has a consistent and highly successful track record of achieving significant growth at its portfolio companies.
Forward-looking Statements:
Certain statements in this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created thereby. Please read these results in conjunction with the company’s documents filed with the Securities and Exchange Commission, including the company’s most recent annual report on Form 10-K. These filings identify important risk factors and other uncertainties that could cause actual results to differ from those contained in the forward-looking statements, including the following: the impact of the COVID-19 pandemic and governmental and other actions taken in response; the uncertainty of claims resolution with respect to the large power projects in South Africa, as well as claims with respect to asbestos, environmental and other contingent liabilities; cyclical changes and specific industry events in the company’s markets; changes in anticipated capital investment and maintenance expenditures by customers; availability, limitations or cost increases of raw materials and/or commodities that cannot be recovered in product pricing; the impact of competition on profit margins and the company’s ability to maintain or increase market share; inadequate performance by third-party suppliers and subcontractors for outsourced products, components and services and other supply-chain risks; cyber-security risks; risks with respect to the protection of intellectual property, including with respect to the company’s digitalization initiatives; the impact of overruns, inflation and the incurrence of delays with respect to long-term fixed-price contracts; defects or errors in current or planned products; domestic economic, political, legal, accounting and business developments adversely affecting the company’s business, including regulatory changes; changes in worldwide economic conditions; uncertainties with respect to the company’s ability to identify acceptable acquisition targets; uncertainties surrounding timing and successful completion of any announced acquisition or disposition transactions, including with respect to integrating acquisitions and achieving cost savings or other benefits from acquisitions; the impact of retained liabilities of disposed businesses; potential labor disputes; and extreme weather conditions and natural and other disasters. In addition, statements with respect to the acquisition of Cincinnati Fan, including the anticipated timing of and impact from the completion of the acquisition, are subject to risks and uncertainties including, among others, the possibility that necessary regulatory approvals may not be obtained or that other conditions to closing such transaction may not be satisfied such that the transaction will not close or that the closing may be delayed; the possibility of unexpected costs, liabilities or delays in connection with such transaction; risks that such transaction disrupts current plans and operations of SPX; the ability to recognize the anticipated benefits of such transaction; the amount of the costs, fees, expenses and charges related to the transaction; the outcome of any legal proceedings that may arise with respect to such transaction; and the occurrence of any event, change or other circumstances that could give rise to the termination of the agreement for the acquisition of Cincinnati Fan.
Actual results may differ materially from these statements. The words “believe,” “expect,” “anticipate,” “project” and similar expressions identify forward-looking statements. Although the company believes that the expectations reflected in its forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct.
Statements in this press release speak only as of the date of this press release, and SPX disclaims any responsibility to update or revise such statements.
SOURCE SPX Corporation.
Investor and Media Contacts:
Paul Clegg, VP, Investor Relations and Communications
Phone: 980-474-3806
E-mail: spx.investor@spx.com
Nick Illuminati, Manager, Investor Relations
Phone: 980-474-3806
E-mail: spx.investor@spx.com
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