NOV Buys RBN

Transaction Type
Sellers
Buyers
Announce Date
Post Date
Estimated Price
2.5BB
Description

Robbins & Myers’ shareholders will receive $60.00 per share in cash in return for each of the approximately 42.4 million shares outstanding. Robbins & Myers, Inc., headquartered in Houston, TX, is a supplier of engineered, application-critical equipment and systems for global energy, chemical and other industrial markets.

National Oilwell Varco Inc. (NYSE: NOV) plans to buy Robbins & Myers Inc (NYSE: RBN), a supplier of engineering equipment for the energy industry, for $2.5 billion in cash.

Robbins & Myers’ shareholders will receive $60.00 per share in cash in return for each of the approximately 42.4 million shares outstanding. Closing is expected to occur in the fourth quarter of calendar 2012. Robbins & Myers’ largest shareholder, M.H.M. & Co., Ltd, which owns approximately 10% of the company’s common stock has agreed to vote in favor of the deal.

The support agreement will terminate in the event the merger agreement is terminated in accordance with recommendation of the Board of Robbins & Myers.

Mr. Pete Miller, chairman, president and chief executive of National Oilwell Varco, says Robbins & Myers has many complementary products with those of National Oilwell Varco. “I am particularly enthusiastic about the prospect of incorporating their downhole tools, pumps and valves into National Oilwell Varco Petroleum Services & Supplies and Distribution & Transmission segments,” he says.

“Our combined manufacturing infrastructure and portfolios of technology will further advance our presence in the oil and gas markets we serve,” Miller says. National Oilwell Varco designs, manufactures and sales equipment and components used in oil and gas drilling and production operations, the provision of oilfield services, and supply chain integration services to the upstream oil and gas industry.

Robbins & Myers, Inc., headquartered in Houston, TX, is a supplier of engineered, application-critical equipment and systems for global energy, chemical and other industrial markets. The company provides products and services for upstream oil and gas markets, along with a portfolio of industrial process and flow control products. Robbins & Myers has 3,400 employees and operates in 15 countries.

In connection with this transaction, Citigroup Global Markets acted as lead financial advisor and Thompson Hine LLP acted as legal advisor to Robbins & Myers. Fulbright & Jaworski LLP acted as legal advisor to National Oilwell Varco.