Teledyne to Acquire e2v
Teledyne Technologies Incorporated (NYSE:TDY) (“Teledyne”) and e2v technologies plc (LSE:E2V.L) (“e2v”) jointly announced that they have reached agreement on the terms of a recommended cash acquisition to be made by Teledyne for the ordinary share capital of e2v by means of a Scheme of Arrangement (the “Offer”). Under the terms of the Offer, e2v’s ordinary shareholders (“e2v Shareholders”) will receive 275 pence in cash for each e2v share valuing the entire issued and to be issued ordinary share capital of e2v at approximately £620 million on a fully diluted basis. It is expected that, subject to the satisfaction or waiver of all relevant conditions, the acquisition will be completed in the first half of calendar 2017.
The aggregate enterprise value for the transaction is expected be approximately £627 million (or approximately $789 million) taking into account e2v stock options and net debt. For the year ended March 31, 2016, e2v had sales of approximately £236 million. Excluding transaction-related expenses, Teledyne management expects the transaction to be accretive to earnings per share.
e2v’s directors have unanimously recommended that e2v Shareholders vote in favor of the Offer. In addition, Teledyne has received irrevocable undertakings from e2v directors and irrevocable undertakings or letters of intent from e2v Shareholders representing approximately 46% of the entire issued ordinary share capital.
Teledyne’s Offer will be made in accordance with the relevant requirements of the UK City Code on Takeovers and Mergers (“Takeover Code”) (including customary closing conditions) and be governed by English law. For additional information on the Offer please see documents available on www.teledyne.com and on the e2v website at www.e2v.com during the course of the offer process.