Anixter Int'l To Be Taken Private By CD&R-managed Funds In $3.8 Bln Deal

(RTTNews) - Anixter International Inc. (AXE) agreed Wednesday to be acquired by an affiliate of Clayton, Dubilier & Rice or CD&R in an all cash transaction valued at about $3.8 billion. The transaction, which will take Anixter private, is expected to close by the end of the first quarter of 2020.

Anixter is a leading global distributor of Network & Security Solutions, Electrical & Electronic Solutions and Utility Power Solutions.

Anixter's Board of Directors has unanimously approved the agreement with CD&R and recommends that Anixter stockholders approve the proposed merger and merger agreement.

Under the terms of the merger agreement, CD&R-managed funds will acquire all of the outstanding shares of Anixter common stock for $81.00 per share in cash. This represents a premium of about 13 percent over Anixter's closing price on October 29, 2019.

The transaction is subject to the approval of Anixter's stockholders, regulatory approvals and other customary closing conditions. The transaction has fully committed financing and is not subject to any condition with regard to the financing.

Certain stockholders of Anixter, including entities associated with Sam Zell, Chairman of the Anixter Board, which own approximately 9 percent of the outstanding shares of Anixter common stock, have agreed, among other things, to vote their shares of Anixter common stock in favor of the merger.

It is anticipated that upon completion of the transaction, Bill Galvin, along with other members of Anixter's executive management team, will continue to lead the company.

Under the terms of the merger agreement, Anixter may solicit superior proposals from third parties for a period of 40 calendar days continuing through December 9, 2019. Anixter would be obligated to pay a $45 million break-up fee to CD&R, under certain circumstances.