TRW To Be Acquired By ZF Friedrichshafen - aftermarketNews

TRW To Be Acquired By ZF Friedrichshafen

ZF will acquire all outstanding shares of TRW for $105.60 per share in an all-cash transaction valued at approximately $13.5 billion on an enterprise value basis. TRW to become a separate business division within ZF.

LIVONIA, Mich. – TRW Automotive Holdings Corp. has entered into a definitive agreement with ZF Friedrichshafen AG under which ZF will acquire all outstanding shares of TRW for $105.60 per share in an all-cash transaction valued at approximately $13.5 billion on an enterprise value basis. The deal was initially announced on July 11.

The acquisition price represents a premium of approximately 16 percent and 15 percent over TRW’s undisturbed closing stock price of $91.40 on July 9, 2014 and all-time undisturbed high price of $91.62 on July 7, 2014, respectively, and a 7.6x multiple of TRW’s adjusted EBITDA for the 12 months ended June 27, 2014.
 
The agreement has been unanimously approved by TRW’s Board of Directors and ZF’s Supervisory Board and Management Board.
 
The transaction will create a global leader in the automotive supplier business with pro forma combined sales of approximately $41 billion and 138,000 employees. ZF says the combined company will be well-positioned to capitalize on favorable megatrends in the automotive industry by bringing together complementary product offerings and leading technology positions that serve high-growth areas such as fuel efficiency, increased safety requirements, and autonomous driving. ZF has stated that TRW will be operated as a separate business division within ZF.
 
John Plant, chairman and CEO of TRW, said, "We have long respected ZF as a very successful company in our industry with similar values and focus on innovation. This transaction provides significant benefits for our shareholders who will receive full and certain value for their shares, as well as for our employees, customers and communities, all of which will reap the benefits of being part of a larger, more diversified global organization. Our employees have shown admirable dedication in growing TRW into the formidable company it is today, and our strong performance is a testament to their hard work."
 
Stefan Sommer, CEO of ZF, said, "The acquisition of TRW fits perfectly into our long-term strategy. The transaction combines two highly successful companies that have remarkable track records of innovation and growth and solid financial positions. We are strengthening our future prospects by enlarging our product portfolio with acknowledged technologies in the most attractive segments.
 
"The combination makes sense for all of our constituencies: Customers of both companies will have access to a unique offering under one roof and employees from ZF and TRW will enjoy enhancements that result from the combined organization," Sommer added. "TRW stockholders will receive an attractive valuation and our own shareholders – the Zeppelin and Ulderup foundations – will benefit from improved future prospects and diversification of the combined company.
 
Sommer said the Detroit metro area will remain a major business center for the company.
 
Goldman, Sachs & Co. acted as financial adviser to TRW and Simpson Thacher & Bartlett LLP and Gleiss Lutz acted as TRW’s legal advisers. The closing of the transaction is subject to certain conditions, including approval of the TRW stockholders, receipt of regulatory approvals and other customary closing conditions.  The transaction is expected to close in the first half of 2015.
 
 

You May Also Like

SKF, CabinAir Launch Vehicle Air-Quality System

The SKF Smart Air Purification System aims to enhance in-cabin air quality for a healthier and safer driving experience.

SFK-Smart-Air-purification

SKF has teamed up with in-cabin air quality specialist, CabinAir, to introduce an advanced vehicle air-quality system to the automotive aftermarket. The companies said the SKF Smart Air Purification System aims to enhance in-cabin air quality for a healthier and safer driving experience for vehicle occupants and is now available from SKF USA.

Standard Motor Products Releases 118 Numbers in February

The release provides new coverage in 57 distinct product categories and 55 part numbers for 2023 and 2024 model-year vehicles.

Standard Motor Products Releases 118 Numbers in February
Schaeffler Announces New Automotive Manufacturing Facility

Schaeffler is investing over $230 million to build a manufacturing facility in Dover, Ohio and will expand its Americas business further.

Dorman Releases New Chassis Parts, Heater Hoses

New products include a body mount bolt kit for GM pickups and suspension control arms for various vehicle makes.

Dorman-Products-building-HQ
Arnott Releases Over 20 Products in February

Included in the release are air springs, new air struts, new coil-over strut assemblies, new shocks, coil spring conversion kits, air suspension compressors and solenoid valve blocks.

Arnott Releases Over 20 Products in February

Other Posts

AISIN Recognized on ‘A List’ in CDP’s Climate Change Ratings

AISIN has embraced “To the future, a sustainable environment” as a core value offered to society and stakeholders.

Brembo Expands Global Industrial Presence

The new site will manufacture braking systems for motorcycle manufacturers in Thailand, starting with European and American producers.

Freudenberg Group Celebrates 175th Anniversary

The $14 billion business offers sealing and vibration control technology to the global automotive aftermarket.

Freudenburg Sealing Technology
The India Auto Parts Manufacturing Industry

Vinnie Mehta discusses how the performance of the Indian automotive parts industry is progressing, among other related topics.

The India Auto Parts Manufacturing Industry Performance