CHARLOTTE, North Carolina, March 3, 2022 /PRNewswire/ — SPX FLOW, Inc. (NYSE: FLOW) (the “Company”), a leading provider of process solutions for the nutrition, healthcare and industrial markets, announced today that its shareholders had approved the proposed merger of the Company and Redwood Star Merger Sub, Inc. (“Merger Sub”), a Delaware company and a wholly owned subsidiary of LSF11 Redwood Acquisitions, LLC (“Parent”), a Delaware limited liability company and a subsidiary of Lone Star Funds (“lone star“), a leading private equity firm, pursuant to the agreement and proposed merger, dated December 12, 2021 (the “Merger Agreement”), by and between the Company, the Merged Subsidiary and the Parent Company (the “Merger”).
Subject to the satisfaction or waiver of the other closing conditions, the Merger is expected to be completed in the second quarter of 2022.
“We thank our shareholders for their strong support for this transaction with lone starwhich will provide attractive, immediate and certain shareholder value and position SPX FLOW to continue to deliver reliable results to our clients,” said Marc-Michel, Chairman and CEO of SPX FLOW. “With this important milestone behind us, we look forward to completing the transaction with lone star.”
About SPX FLOW, Inc.
Situated at Charlotte, North Carolina, SPX FLOW, Inc. (NYSE: FLOW) improves the world through innovative and sustainable solutions. The Company’s product offering is focused in process technologies that perform mixing, blending, fluid handling, separation, thermal heat transfer and other activities that are integral to processes performed on a wide variety of nutrition, health and industrial markets. SPX FLOW had approximately $1.5 billion in 2021 annual revenue and has operations in over 30 countries and sales in over 140 countries. To learn more about SPX FLOW, please visit www.spxflow.com.
On lone star
lone starfounded by John Grayken, is a leading private equity firm advising funds that invest globally in real estate, equities, credit and other financial assets. Since the creation of its first fund in 1995, lone star organized 22 private equity funds with total capital commitments totaling approximately $85 billion. The company organizes its funds into three series: the Commercial Real Estate Fund Series; the Opportunity Fund Series; and the US Residential Mortgage Fund Series. lone star invests on behalf of its sponsors, which include institutional investors such as pension funds and sovereign wealth funds, as well as foundations and endowments that support medical research, higher education and other philanthropic causes. For more information on Lone Star funds, visit www.lonestarfunds.com.
Forward-looking statements
All statements made in this release, other than statements of historical fact, are or may be deemed to be forward-looking statements. These statements are forward-looking statements under federal securities laws. We cannot guarantee that the future results referred to in these statements will be achieved. These statements are based on SPX FLOW’s current plans and expectations and involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to differ from any future results, performance or achievements expressed or implied. -understood by these statements. Actual results could differ materially from those contained in any forward-looking statement due to a variety of factors, including, without limitation: (1) conditions to closing of the Merger may not be satisfied and required regulatory approvals may not be not be obtained; (2) the Merger may result in unforeseen costs, liabilities or delays; (3) SPX FLOW’s business may suffer due to the uncertainty surrounding the Merger; (4) the outcome of any legal proceedings related to the transaction; (5) SPX FLOW may be adversely affected by other economic, business, legislative, regulatory and/or competitive factors; (6) the occurrence of any event, change or other circumstance that may cause the Merger Agreement to terminate; (7) the risks that the Merger will disrupt current plans and operations and potential difficulties with employee retention following the Merger; (8) failure to obtain the necessary debt financing agreements set forth in the commitment letter received in connection with the Merger; and (9) other risks relating to the completion of the Merger, including the risk that the Merger will not be completed within the expected time frame or that it will not be completed at all. If the Merger is completed, SPX FLOW shareholders will cease to hold an interest in SPX FLOW and will have no right to participate in its profits and future growth. Other factors that could affect SPX FLOW’s future results are set forth in its SEC filings, including its Annual Report on Form 10-K for the fiscal year ended. December 31, 2021which are available on the SEC’s website at www.sec.gov. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof..
Contacts SPX FLOW
Investor contacts:
Scott Gaffner
Vice President, Investor Relations and Strategic Insights
704-752-4485
[email protected]
Media Contact:
Melissa Buscher
Head of Communications and Marketing
704-449-9187
[email protected]
Lone star contact:
Christina Pretto
Director General, Communications and Public Affairs
212-849-9662
[email protected]
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SOURCE SPX FLOW, Inc.
