TRW will become a separate business division within ZF after the two struck a deal under which ZF will acquire all outstanding shares in TRW.
ZF will acquire all outstanding shares of TRW for US$105.60 per share in an all-cash transaction valued at approximately US$13.5bn.
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The agreement has been unanimously approved by TRW’s Board of Directors and ZF’s Supervisory Board and Management Board.
John C. 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, Chief Executive Officer 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 transaction will be financed through a combination of ZF cash on hand, as well as debt financing that has been committed by Citi and Deutsche Bank.
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By GlobalDataThe 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.
