Tyman: Building products supplier set to go stateside as Quanex agrees terms for £788m takeover
New York-listed building products manufacturer Quanex has agreed terms to buy British door and window parts maker Tyman for £788m – the latest in a series of London-listed firms set to go stateside.
The companies announced in a joint statement that under Quanex’s main cash and share offer, Tyman shareholders would be entitled to receive 240p per each Tyman share and 0.05715 of a new Quanex share, currently valued at 160p.
Under an all-share alternative, Tyman shareholders could choose to receive shares in Quanex at a ratio of 0.14288 of a new Quanex share to every one Tyman share they hold. This alternative would also value each Tyman share at 400p and be capped at 25 per cent of its outstanding shares.
The companies said Quanex’s offer marked a roughly 35.1 per cent premium to Tyman’s closing stock price of 296p on Friday, and around 40.5 per cent to the firm’s six-month volume weighted average price of 284.8p.
Under the agreement, 186-year-old Tyman would delist from the London Stock Exchange, and the combined group would be listed on the New York Stock Exchange – where Quanex currently trades.
The news comes amid a flurry of UK-listed names being snapped up by foreign buyers this year. Among them, FTSE 100 packaging company DS Smith and FTSE 250 telecoms firm Spirent are set to be acquired by bigger US rivals for around £5.8bn and £1.2bn respectively.
Quanex said its agreement with Tyman aligned with its “BIGGER” strategy – including acquisitions, international expansion and product innovation.
The firms said the deal would be “meaningfully earnings accretive” in the first full financial year after the transaction completes. Quanex expects higher core profit margins from the increased scale after the combination, and significant impact of run-rate cost synergies of $30m to be fully achieved by the second year following completion of the transaction.
The Texas-based company added that it intended to close Tyman’s head office in London, but would not shut down any of the British firm’s manufacturing facilities.
Quanex and Tyman’s directors intend to unanimously recommend their shareholders vote in favour of the merger. Teleios Capital Partners, Tyman’s largest shareholder with a 16.4 per cent stake, has also backed Quanex’s proposal.
Nicky Hartery, non-executive chair of Tyman, said: “In the context of a rapidly evolving North American marketplace, our board ultimately determined that this transaction is the best path to maximising value for Tyman shareholders, who will be able to realise a meaningful portion of their holding in cash at a significant premium to the prevailing share price while also participating in the future upside of the enlarged group.”
George L Wilson, chief executive of Quanex, added: “As one company, we will have an enhanced financial profile grounded in attractive margins, strong free cash flow and a healthy balance sheet, that will enable us to invest in organic and inorganic growth opportunities to deliver superior returns for investors.”