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Stock Market & Financial Investment News

News Breaks
July 11, 2014
05:27 EDTWHRWhirlpool to acquire majority interest in Indesit for $15.06 per share
Whirlpool and Fineldo S.p.A. announce that they have entered into a binding agreement for the sale of Fineldo's stake in Indesit. Whirlpool also entered into binding share purchase agreements with members of the Merloni family for their Indesit shares. Under these agreements, Whirlpool would acquire shares representing a total of 66.8% of the voting stock of Indesit. Whirlpool currently intends to finance this transaction through cash on hand, together with private, domestic and international public debt financing. The acquisition of control of Indesit is subject to judicial and antitrust approvals and is expected to close by the end of 2014. In this transaction, Whirlpool simultaneously entered into share purchase agreements with Fineldo for a 42.7% stake in Indesit, certain members of the Merloni family for a 13.2% stake in Indesit, and Claudia Merloni for a 4.4% stake in Indesit. This total of 60.4% of Indesit stock capital represents a 66.8% voting stake in Indesit, in light of the treasury shares held by Indesit. The purchase price under all three Share Purchase Agreements is $15.06 per Indesit share, resulting in a total expected purchase price of $1.04B. Under the Fineldo Agreement, however, the purchase price is subject to a possible pre-closing downwards or upwards adjustment based on Indesit's consolidated average net debt and net working capital. The purchase price is based on Indesit's average net debt position for 2013. Either party's breach of its obligation to consummate the transaction or Fineldo's breach of its exclusivity obligations requires payment of at least $54.8M in liquidated damages.
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