John Bean Secures Regulatory Approval for Marel Acquisition

WTS Capital
November 29, 2024

John Bean Technologies Corporation (JBT) has successfully obtained all necessary regulatory clearances to proceed with its acquisition of Marel hf, a significant move that is set to reshape the global food and beverage technology landscape. The transaction, first announced in June 2024, is expected to close by January 3, 2025, and will create a leading provider in the industry with substantial cost and revenue synergies.

Key Takeaways

  • John Bean Technologies has received all regulatory approvals for the acquisition of Marel hf.
  • The deal is expected to close by January 3, 2025.
  • Marel shareholders will receive a mix of 65% stock and 35% cash.
  • The combined entity will be named JBT Marel Corporation.
  • Anticipated cost synergies exceed $125 million within three years.

Overview of the Acquisition

The acquisition of Marel hf marks a pivotal moment for John Bean Technologies, as it aims to enhance its position in the food processing sector. Marel, headquartered in Iceland, specializes in manufacturing equipment and providing services to the poultry, meat, and fish industries. The merger is expected to create a diversified global food and beverage technology solutions provider.

Financial Details of the Deal

The financial structure of the acquisition includes:

  • Total Consideration: Marel shareholders will receive €950 million in cash, along with stock, resulting in a mix of 65% stock and 35% cash.
  • Shareholder Ownership: Marel stockholders will own approximately 38% of the newly formed JBT Marel Corporation.
  • Initial Offer: John Bean's initial offer was €3.15 per share, which was later increased to €3.40 per share.

Regulatory Approvals

John Bean secured the final regulatory clearance from the Australian Competition and Consumer Commission on November 22, 2024. Additionally, the European Commission completed its Phase 1 review, clearing the transaction. The voluntary takeover offer is set to expire on December 20, 2024, unless extended.

Expected Synergies and Benefits

The merger is projected to yield significant synergies, including:

  1. Cost Synergies: Expected to exceed $125 million within three years, driven by efficiencies in:
  2. Revenue Synergies: Anticipated to surpass $75 million, facilitated by:

Market Impact

The acquisition is expected to be accretive to earnings per share within the first full year post-closing. JBT shares have seen a 21% increase over the past year, although this is below the industry average growth of 59.5%. The merger is anticipated to strengthen JBT's market position and drive future growth in the food and beverage technology sector.

As the closing date approaches, stakeholders are keenly watching how this strategic acquisition will unfold and its implications for the global food processing industry.

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