ITW to Acquire MTS Test & Simulation Business From Amphenol
January 19 2021 - 8:00AM
Illinois Tool Works Inc. (NYSE: ITW), a global multi-industrial
manufacturing leader, and Amphenol Corporation (NYSE: APH), a
leading global provider of high-technology interconnect, antenna
and sensor solutions, today announced that they have entered into
an agreement under which ITW will acquire MTS Systems Corporation’s
(Nasdaq: MTSC) Test & Simulation business, following the
closing of Amphenol’s acquisition of MTS.
“MTS’s Test & Simulation business is highly
complementary to our existing Test & Measurement and
Electronics business and positions us in new and attractive
industry verticals,” said E. Scott Santi, ITW’s Chairman and CEO.
“This acquisition continues our strategy of driving solid growth
and best-in-class returns in businesses where highly innovative,
customer-focused solutions are required. We look forward to
welcoming the MTS Test & Simulation team to ITW.”
R. Adam Norwitt, Amphenol’s President and CEO,
said, “After reviewing the MTS Test & Simulation business and
evaluating a range of options to ensure its future success while
maximizing value for Amphenol shareholders, we determined that
selling it to ITW, with ITW’s complementary capabilities and
strategic focus, is the best outcome for all parties. We look
forward to completing the acquisition of MTS in the coming months,
welcoming the talented MTS Sensors team to the Amphenol
organization, and completing the sale of MTS’s Test &
Simulation business to ITW.”
Amphenol’s acquisition of MTS is expected to
close by the middle of 2021, subject to certain regulatory
approvals, approval from MTS’s shareholders and other customary
closing conditions. ITW’s acquisition of the MTS Test &
Simulation business from Amphenol is expected to close following
the closing of Amphenol’s MTS acquisition, subject to certain
regulatory approvals and other customary closing conditions. Terms
of the transaction were not disclosed.
Financial AdvisorsCenterview
Partners LLC is serving as Amphenol’s financial advisor for the
transaction. Goldman Sachs & Co. LLC is serving as ITW’s
financial advisor for the transaction.
About Illinois Tool WorksITW
(NYSE: ITW) is a Fortune 200 global multi-industrial manufacturing
leader with revenues totaling $14.1 billion in 2019. The company’s
seven industry-leading segments leverage the unique ITW Business
Model to drive solid growth with best-in-class margins and returns
in markets where highly innovative, customer-focused solutions are
required. ITW’s approximately 45,000 dedicated colleagues around
the world thrive in the company’s decentralized and entrepreneurial
culture. www.itw.com
About AmphenolAmphenol
Corporation is one of the world’s largest designers, manufacturers
and marketers of electrical, electronic and fiber optic connectors
and interconnect systems, antennas, sensors and sensor-based
products and coaxial and high-speed specialty cable. Amphenol
designs, manufactures and assembles its products at facilities in
the Americas, Europe, Asia, Australia and Africa and sells its
products through its own global sales force, independent
representatives and a global network of electronics distributors.
Amphenol has a diversified presence as a leader in high-growth
areas of the interconnect market including: Automotive, Broadband
Communications, Commercial Aerospace, Industrial, Information
Technology and Data Communications, Military, Mobile Devices and
Mobile Networks.
Forward-Looking StatementsThis
press release contains “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
Such forward-looking statements may contain words and terms such
as: “anticipate,” “could,” “believe,” “continue,” “expect,”
“estimate,” “forecast,” “ongoing,” “project,” “seek,” “predict,”
“target,” “will,” “intend,” “plan,” “look ahead,” “optimistic,”
“potential,” “guidance,” “may,” “should,” or “would” and other
words and terms of similar meaning. These statements are only
predictions, and such forward-looking statements are based on
current expectations and involve inherent risks and uncertainties,
including factors that could delay, divert or change any of them,
and could cause actual outcomes and results to differ materially
from current expectations. No forward-looking statement can be
guaranteed. Risks and uncertainties include, but are not limited
to: (i) the risk that the proposed merger between Amphenol and MTS,
or the proposed subsequent sale of the MTS Test & Simulation
business to ITW, may not be completed in a timely manner or at all,
and (ii) unanticipated difficulties or expenditures relating to the
proposed transaction, the response of business partners and
competitors to the announcement of the proposed transaction,
potential disruptions to current plans and operations and/or
potential difficulties in employee retention as a result of the
announcement and pendency of the proposed transaction. The
foregoing list of risk factors is not exhaustive. Forward-looking
statements in this press release should be evaluated together with
the many uncertainties that affect Amphenol’s and ITW’s respective
businesses, particularly those identified in the risk factor
discussion in Amphenol’s Annual Report on Form 10-K for the year
ended December 31, 2019, and its subsequent Quarterly Reports on
Form 10-Q and Current Reports on Form 8-K and in ITW’s most recent
Annual Report on Form 10-K for the year ended December 31, 2019 and
its subsequent Quarterly Reports filed on Form 10-Q with the SEC,
as well as other documents that may be filed by Amphenol and/or ITW
from time to time with the SEC. Neither Amphenol nor ITW undertakes
any obligation to publicly update any forward-looking statement,
whether as a result of new information, future events or otherwise.
The forward-looking statements made in this communication relate
only to events as of the date on which the statements are made.
Media Contact Illinois Tool WorksTrisha
KnychTel: 224.661.7566mediarelations@itw.com |
Investor Relations Illinois Tool WorksKaren
FletcherTel: 224.661.7433investorrelations@itw.com |
Strategy and Investor RelationsAmphenolSherri
ScribnerTel: 203-265-8820IR@amphenol.com |
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