ASV Holdings Inc. (NASDAQ: ASV), a leading provider of rubber-tracked compact track loaders (CTLs) and wheeled skid steer loaders (SSLs) in the compact construction equipment market, on June 27 announced that it has entered into a definitive merger agreement with an affiliate of Yanmar Holdings (Yanmar). Under the terms of the agreement, which been approved by both the ASV and Yanmar Boards of Directors, ASV stockholders will receive $7.05 in cash for each outstanding share of ASV common stock, for a total value of $70.7 million. The ASV Board of Directors unanimously approved the agreement with Yanmar and recommends that ASV stockholders vote in favor of the transaction.
The combination of ASV’s compact track loaders and skid steer loaders with the compact equipment portfolio of Osaka, Japan-based Yanmar, creates a comprehensive and global provider of compact equipment with virtually no overlap in distribution networks. The ASV employee base, its manufacturing and distribution facility, international distribution network and supply chain creates a strong platform for North American expansion and will be a key part of Yanmar’s long-term international growth plans.
The transaction is subject to approval by ASV stockholders and other customary closing conditions and is expected to close in the third quarter of 2019. In conjunction with the merger agreement, a subsidiary of Terex Corporation (NYSE: TEX), which owns 34% of the outstanding shares of ASV, has entered into a stockholder voting agreement in support of the merger.
Andrew Rooke, Chairman and CEO of ASV commented, “We are excited to announce this value-maximizing transaction with Yanmar. Yanmar is a strong strategic buyer for ASV. Yanmar shares our vision to provide the highest-quality products, values the long legacy of ASV and is committed to supporting its employees and distribution partners. In addition to maximizing value for ASV stockholders, the merger will create a strong platform for growth and expansion, bringing together two leading brands with similar cultures and creating value. The ASV product is complimentary to the Yanmar portfolio of compact equipment creating a comprehensive equipment solution for current and future customers. Yanmar Compact Equipment will gain its only manufacturing facility in North America, here in Grand Rapids, Minnesota, and will contribute its considerable global presence and financial strength, making way for continued product development and innovation within the track loader and compact construction equipment category for years to come.”
Giuliano Parodi, Executive Officer of Yanmar Holdings, stated: “We believe that the ASV acquisition will significantly bolster Yanmar’s Compact Equipment offerings in the loader segment, a product range vital for success in the all-important North American market.” Mr. Parodi added, “With its highly-skilled workforce and quality CTL/SSL lineup, ASV is a great fit for both Yanmar’s focus on quality, and our growth and expansion plans in the North American and global markets as it will create a comprehensive and global provider of Compact Equipment with virtually no overlap in distribution networks.”