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Baldwin Technology Company, and technotrans have announced that they have signed a nonbinding letter of intent for technotrans to acquire, through a one-step merger, all outstanding shares of Class A and Class B Common Stock of Baldwin for a price of US$2.50 per share in cash. According to Heinz Harling, technotrans CEO, the decision to purchase Baldwin has come about due to higher demands for efficiency from its customers and increased pressure to provide comprehensive, integrated solutions."By combining Baldwin’s excellent know-how, especially in automated cleaning systems, with technotrans’ successful liquid technology, both companies together could better address customer demands," says Harling.
Gerald Nathe, Baldwin chairman and CEO says, "While Baldwin has a proud tradition as an independent company and as a leader in the design and manufacture of printing press accessories and controls, we have come to the conclusion that, should Baldwin and technotrans reach a definitive agreement, the proposed transaction would be in the best interest of our stockholders".
The purchase would signal the end of a tumultuous period for Baldwin, which has seen a significant downturn in its earnings in recent years. The company has also just completed a restructure of its business.
The two companies expect that the combined entity would have an increased presence in Germany, Japan and the US, and the combing of their respective product offerings and sales forces would result in a broadened customer base. The combined entity’s stockholder value is expected to be enhanced through optimised use of resources.
Baldwin and technotrans have decided to announce the transaction plans in advance of the signing of a definitive agreement in order to avoid industry rumours while proceeding with the intended merger.
The contemplated transaction is subject to confirmatory due diligence, execution of definitive acquisition documentation, respective board approvals, financing by technotrans, and other requirements and contingencies typical in a transaction of this nature. The signing of a binding merger agreement is expected in January 2004.
