M&A: John Bean Technologies CORP
Form Type: 8-K
Filing Date: 2025-01-07
Corporate Action: Acquisition
Type: New
Accession Number: 000119312525002636
Comments: On January 2, 2025, JBT Marel Corporation completed its voluntary takeover offer to acquire all issued and outstanding shares of Marel hf., achieving acceptance from approximately 97.5 percent of shareholders. The Offer, pursuant to a Transaction Agreement dated April 4, 2024, involved shareholders tendering shares in exchange for either cash or shares of JBT Marel. Marel shareholders received approximately EUR 926.6 million in cash and 19,486,483 shares of JBT Marel at settlement of the Offer. Additionally, JBT Marel intends to conduct a compulsory acquisition for remaining shares at EUR 3.60 each. On the same date, JBT Marel entered into a Credit Agreement providing for a $1.8 billion revolving credit facility and a $900 million term loan B facility. This financing facilitated the completion of the transaction and will support further business operations. The company's board also expanded from seven to ten members, and key executive changes were made including the appointment of Arni Sigurdsson as President. The shares of JBT Marel are expected to trade on the NYSE and Nasdaq Iceland, beginning January 3, 2025. The compulsory acquisition period ends January 30, 2025.
Document Link: View Document
Additional details:
Transaction Agreement Date: 2024-04-04
Offer Period End: 2024-12-20
Offer Accepted Percentage: 97.5
Cash Payment Per Share: EUR 3.60
Cash And Shares Total Amount: EUR 950 million
Total Shares Issued: 19,486,483
Compulsory Acquisition Price: EUR 3.60
Redemption Period End: 2025-01-30
New Board Members: Svafa Gronfeldt, Olafur S. Gudmundsson, Arnar Thor Masson, Ann Savage
New President: Arni Sigurdsson