LMI Aerospace Inc, a leading provider of structural assemblies, kits and components and provider of engineering services to the commercial, business and regional, and military aerospace markets has entered into a merger agreement to be operated as a member of the Sonaca Group, a global aerostructures company headquartered in Gosselies, Belgium. Under the contract, LMI shareholders will receive $14 per share in an all-cash transaction.
Sonaca’s offer represents a 52 percent premium over LMI’s closing share price on Feb. 16, 2017, of $9.19 per share, a 63 percent premium over LMI’s 3-month volume weighted average price up to and including Feb. 16, 2017, of $8.59 per share, and a 78 percent premium over LMI’s 6-month volume weighted average price up to and including Feb. 16, 2017, of $7.88 per share.
In connection with the merger agreement, Sonaca has obtained debt and equity financing commitments. The merger agreement, however, does not include, and the consummation of the merger is not conditioned upon satisfaction of, a financing condition.
“This deal brings our combined company to the forefront as a leader in the design and manufacture of complex aerostructures while working to diversify our global customer base,” remarked Dan Korte, LMI Aerospace chief executive officer. “In addition, LMI and Sonaca have complementary product portfolios while largely serving different aerospace primes and Tier 1 suppliers around the world, enabling us to better serve our customers.”
“The addition of LMI Aerospace to the Sonaca Group supports our vision to expand our capabilities in the United States,” commented Bernard Delvaux, Sonaca chief executive officer. “Sonaca and LMI have both distinguished themselves in the industry through capabilities such as wing movables, wing panels, complex fuselage and structural assemblies, and together we will be able to strengthen our competitive advantage in the global aerospace market.”
LMI’s independent directors commonly agreed to the transaction. The deal is expected to close mid-2017, subject to LMI shareholder approval as well as certain regulatory approvals and other customary closing conditions.
Upon transaction close, LMI will operate as LMI Aerospace, a member of the Sonaca Group, in St. Louis. Korte will continue to serve as LMI Aerospace CEO and will report to Delvaux, Sonaca’s CEO. Other members of the LMI senior leadership team also will remain and continue their existing reporting relationships. The company will continue investing in its current footprint, continuously improving its U.S. and global infrastructure and the capabilities of its teams.
