– Confirms that the UK Secretary of State for Business, Energy and Industrial Strategy is “willing to accept” his proposed competition and national security commitments
CLEVELAND, June 28, 2022 (GLOBE NEWSWIRE) — Parker Hannifin Corporation (NYSE: PH), the global leader in motion and control technologies, welcomes today’s announcement by the UK Secretary of State for Business , Energy and Industrial Strategy (“the UK Secretary of State”) that it is “willing to accept” legal commitments to competition and national security provided by Parker in connection with its pending acquisition of Meggitt PLC. As previously announced on August 2, 2021, the Meggitt and Parker Boards of Directors have reached agreement on the terms and conditions of a recommended cash acquisition by Parker of all of the issued and to be issued ordinary share capital. of Meggitt PLC (the “Acquisition”).
This decision is now subject to a public comment period, which is due to end at 23:45 (BST) on July 13, 2022. Subject to this consultation, the UK Secretary of State will be able to approve the acquisition without further consideration. .
“We are pleased that, following very constructive engagement with the UK Government, the Secretary of State is willing to accept the national security and competition commitments we have offered. The partnership of Parker and Meggitt is an exciting opportunity for both companies and we look forward to welcoming Meggitt to the Parker team,” said Tom Williams, President and CEO.
The Acquisition remains subject to satisfaction or, as applicable, waiver of the Conditions set out in the Scheme Circular issued on August 16, 2021, including additional regulatory clearances and sanction of the Scheme of Arrangement by the High Court of Justice of England and Wales in accordance with the UK Companies Act 2006. Parker continues to expect the acquisition to be completed in the third quarter of 2022.
For more information, visit the Dedicated Transactions microsite www.aerospacegrowth.com.
Parker Hannifin is a Fortune 250 global leader in motion and control technologies. For more than a century, the company has enabled technical breakthroughs that lead to a better future. Parker has increased its annual dividend per share paid to shareholders for 66 consecutive years, among the five oldest dividend increase records on the S&P 500 Index. Read more about www.parker.com or @parkerhannifin.
The forward-looking statements contained in this report and in other written and oral reports are made based on events and circumstances known at the time of publication and, as such, are subject in the future to uncertainties and unforeseen risks. Often, but not always, these statements can be identified from the use of forward-looking terms such as “anticipates”, “believes”, “may”, “should”, “could”, “expect”, ” target”, “is likely”, “will”, or the negative form of such terms and similar expressions, and include all statements regarding future performance, earnings projections, events or developments. Neither Parker nor any of its partners or respective directors, officers or advisors makes any representation, assurance or guarantee that the occurrence of the events expressed or implied in the forward-looking statements will actually occur. Parker cautions readers not to place undue reliance on these statements. It is possible that the future performance and earnings projections of the Company, including its individual segments, may differ materially from past performance or current expectations.
The risks and uncertainties associated with these forward-looking statements relating to the proposed acquisition of Meggitt include, but are not limited to, the occurrence of any event, change or other circumstance that could delay or prevent the closing of the proposed acquisition. , including breach of any of the conditions of the contemplated acquisition; the possibility that in order for the parties to obtain regulatory approvals, conditions may be imposed that prevent or adversely affect the anticipated benefits of the proposed acquisition or cause the parties to abandon the proposed acquisition; adverse effects on Parker common stock due to the failure to complete the proposed acquisition; Parker’s business being disrupted due to acquisition uncertainty or other factors that make it more difficult to maintain relationships with employees, business partners or governmental entities; the possibility that the synergies and value creation expected from the proposed acquisition may not be realized or may not be realized within the anticipated time frame, due to unsuccessful implementation strategies or otherwise; and significant transaction costs associated with the proposed acquisition.
Other factors that may affect future performance include: the impact of the global outbreak of COVID-19 and governmental and other measures taken in response; changes in business relationships with and purchases by or from major customers, suppliers or distributors, including delays or cancellations of shipments; disputes regarding contractual terms or material changes in financial condition, changes in contract cost and revenue estimates for new development programs and changes in product mix; ability to identify acceptable strategic acquisition targets; uncertainties surrounding the timing, success or integration of acquisitions and similar transactions, including the integration of LORD Corporation or Exotic Metals; the ability to successfully dispose of the businesses intended to be divested and to realize the anticipated benefits of such divestitures; the commitment to undertake business realignment activities and the anticipated costs thereof and, if undertaken, the ability to complete such activities and realize the anticipated cost savings from such activities; ability to successfully implement business and operational initiatives, including timing, pricing and execution of share buybacks and other capital initiatives; availability, cost increases or other limitations on our access to raw materials, components and/or goods if the associated costs cannot be recovered in the price of the products; ability to manage costs related to insurance and employee pension and health care benefits; legal and regulatory developments and changes; compliance costs associated with environmental laws and regulations; potential supply chain and labor disruptions, including due to labor shortages; threats related to international conflicts and counter-terrorism efforts and cybersecurity risks; uncertainties surrounding the ultimate resolution of pending legal proceedings, including the outcome of any appeals; local and global political and competitive market conditions, including global reactions to US trade policies and the resulting effects on sales and prices; and global economic factors, including manufacturing activity, air travel trends, currency exchange rates, difficulties entering new markets, and general economic conditions such as inflation, deflation, interest rates (including fluctuations associated with any potential decline in credit rating) and credit availability; failure to obtain or meet conditions imposed for required governmental and regulatory approvals; changes in consumer habits and preferences; government actions, including the impact of changes in tax laws in the United States and foreign jurisdictions and any judicial or regulatory interpretations thereof; and large-scale disasters, such as floods, earthquakes, hurricanes, industrial accidents and pandemics. Readers should consider these forward-looking statements in light of the risk factors discussed in Parker’s Annual Report on Form 10-K for the fiscal year ended June 30, 2021 and other periodic filings with the SEC.
CONTACT: Contact: Media - Aidan Gormley - Director, Global Communications and Branding 216-896-3258 [email protected] Financial Analysts - Robin J. Davenport, Vice President, Corporate Finance 216-896-2265 [email protected]