3M to acquire Ceradyne for $860M; technical ceramics for automotive, oil and gas, solar and other industries

12 October 2012

3M and Ceradyne, Inc. recently entered into a definitive agreement for 3M’s acquisition of Ceradyne, Inc. for $35.00 per share. The proposed transaction has an aggregate value of approximately $860 million, or approximately $670 million net of cash, cash equivalents, short-term investments and debt acquired.

Ceradyne is a leader in the development and production of advanced technical ceramics for demanding applications in the automotive, oil and gas, solar, industrial, electronics and defense industries. The unique characteristics of advanced technical ceramics offer advantages over traditional materials such as metals and plastics.

The companies said that the combination of Ceradyne and 3M will enable new technologies and innovation for uniquely tailored materials requiring advanced ceramics. Ceradyne will join the 3M Energy and Advanced Materials Division within 3M’s Industrial and Transportation Business. The 3M Energy and Advanced Materials Division provides valued materials for lightweight solutions and materials for performance in harsh environments to customers in a broad array of growth industries.

Headquartered in Costa Mesa, Calif., with operations in the US, Canada, China and Germany, Ceradyne has annual revenue of approximately $500 million. On a GAAP reported basis, 3M estimates the acquisition to be $0.05 dilutive to earnings in the first 12 months following completion of the transaction. Excluding purchase accounting adjustments and anticipated integration expenses, 3M estimates the acquisition to be $0.01 accretive to earnings over the same period.

Credit Suisse acted as exclusive financial advisor to 3M. Citibank acted as financial advisor to Ceradyne.