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ESND

Essendant

$8.47

-0.11 (-1.28%)

, GPC

Genuine Parts

$89.66

-0.71 (-0.79%)

07:08
04/12/18
04/12
07:08
04/12/18
07:08

Essendant to combine with Genuine Parts' S.P. Richards business

Essendant (ESND) and Genuine Parts (GPC) announced that the companies have entered into a definitive agreement to combine Essendant and Genuine Parts Company's S.P. Richards business. The transaction, which has been unanimously approved by the Boards of Essendant and Genuine Parts Company, is expected to be tax free to the companies' respective shareholders. The transaction combining Essendant and S.P. Richards is structured as a Reverse Morris Trust, in which Genuine Parts Company will separate S.P. Richards into a standalone company and spin off that standalone company to Genuine Parts Company shareholders, immediately followed by the merger of Essendant and the spun-off company. The transaction implies a valuation of S.P. Richards of approximately $680M, reflecting the value of the Essendant shares to be issued at closing plus one-time cash payments to Genuine Parts Company of approximately $347M, subject to adjustments at closing. Upon closing, Genuine Parts Company shareholders will own approximately 51% and Essendant shareholders will own approximately 49% of the combined company on a diluted basis, with approximately 80M diluted shares expected to be outstanding. The transaction is expected to be tax-free to Essendant and Genuine Parts Company shareholders. The transaction is expected to close before the end of 2018, subject to regulatory and Essendant shareholder approvals and other customary closing conditions. Upon close of the transaction, the combined company, which will be called Essendant, will be led by Essendant President and CEO Ric Phillips, and Janet Zelenka will serve as CFO. S.P. Richards President and CEO Rick Toppin will be appointed Chief Operating Officer of the combined company. The transaction creates a company with pro forma 2017 net sales of approximately $7B, $300M in Adjusted EBITDA, 4.2% Adjusted EBITDA margins. "The combined company will have a stronger and more flexible balance sheet, which will enable it to reduce leverage, invest in the business and provide value to shareholders," the companies said. In addition to creating a platform with greater scale and the enhanced ability to serve customers, the combination is expected to unlock more than $75M in annual run-rate cost synergies and more than $100M in working capital improvements. The cost synergies will primarily be driven by sourcing, supply chain and selling, general and administrative efficiencies. The combined company expects 90% of the cost synergies to be realized within two years post-closing and to incur less than $50M in one-time cash costs to realize the synergies.

ESND

Essendant

$8.47

-0.11 (-1.28%)

GPC

Genuine Parts

$89.66

-0.71 (-0.79%)

  • 19

    Apr

  • 26

    Apr

ESND Essendant
$8.47

-0.11 (-1.28%)

GPC Genuine Parts
$89.66

-0.71 (-0.79%)

09/25/17
RBCM
09/25/17
NO CHANGE
RBCM
Genuine Parts acquisition of Alliance makes strategic sense, says RBC
RBC Capital analyst Scot Ciccarelli maintained a Sector Perform rating on Genuine Parts, saying that while the company's agreement to acquire Alliance Automotive Group for $2.0B makes strategic sense, Genuine Parts' high valuation relative to its organic earnings leaves Ciccarelli "on the sidelines." RBC did, however, raise its price target on Genuine Parts to $98 from $85 after the acquisition announcement.
10/20/17
GABE
10/20/17
NO CHANGE
GABE
Buy
Genuine Parts weakness a buying opportunity, says Gabelli
Gabelli analyst Brian Sponheimer recommend investors use expected weakness in Genuine Parts to Buy more shares following the "disappointing" Q3 report. The analyst said regional and category-related sales weakness provide sufficient evidence that 2017's difficulties will turn out to be more transitory. Further, Sponheimer views the company's Alliance Automotive Group acquisition as a natural extension of its successful growth strategy and believes the company to have several avenues for acquisition opportunities in the years ahead.
12/04/17
MOFT
12/04/17
INITIATION
MOFT
Sell
Genuine Parts initiated with a Sell at MoffettNathanson
02/21/18
RBCM
02/21/18
NO CHANGE
Target $100
RBCM
Sector Perform
Genuine Parts price target lowered to $100 from $107 at RBC Capital
RBC Capital analyst Scot Ciccarelli lowered his price target on Genuine Parts to $100 after the company's Q4 results and lower than expected FY18 outlook. The analyst notes that while the Industrial business exceeded expectations, Office/Business Products segment continues to deteriorate. Ciccarelli keeps his Sector Perform rating based on the soft OBP and the cyclicality of the Industrial business.

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SONO

Sonos

$14.17

0.2 (1.43%)

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JWN

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ESEA

Euroseas

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SONO

Sonos

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0.205 (1.47%)

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JWN

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SONO

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WAIR

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