) direct wholly owned subsidiary, Cyborg Acquisition Corporation
recently started the tender offer priced at $35.00 per share for
all outstanding shares of common stock of
). The agreement to merge was initially announced by 3M and
Ceradyne on October 1, 2012.
The price offered for the shares has been accepted by the
board of directors of Ceradyne with alacrity, who consider the
price to be fair and acceptable to the shareholders. Ceradyne
advised its shareholders to accept the offer and tender their
shares. The tender offer is due to expire at 5:00 p.m., New York
City time, on Tuesday, November 27, 2012. The date maybe
The Offer to Purchase, Letter of Transmittal and other related
materials contain the complete terms and conditions of the tender
offer and filing of the same will be done by 3M and Cyborg
Acquisition Corporation with the SEC on October 15, 2012.
Ceradyne will also file a Solicitation/Recommendation Statement
on Schedule 14D-9 with the SEC relating to the offer.
The transaction is expected to close in the fourth quarter of
2012. Following the completion of the acquisition, Ceradyne will
join the 3M Energy and Advanced Materials Division within 3M's
Industrial and Transportation Business. The division is engaged
in providing valued materials for lightweight solutions and
materials for performance in difficult conditions to customers in
Based in Costa Mesa, Calif., Ceradyne, is a leader in
development and production of advanced technical ceramics for
demanding applications in the automotive, oil and gas, solar,
industrial, electronics and defense industries. The company
operates in the U.S., Canada, China and Germany. Ceradyne's
annual revenue amounts to approximately $500 million.
3M expects the acquisition to be $0.05 dilutive to earnings in
the first year of completion. Excluding purchase accounting
adjustments and anticipated integration expenses, 3M estimates
the acquisition to be $0.01 accretive to earnings.
3M Company, together with its subsidiaries, operates as a
diversified technology company with manufacturing operations
spread over 60 countries worldwide. It has more than 35 business
units organized into six segments: Consumer and Office, Display
and Graphics, Electro and Communications, Healthcare, Industrial
and Transportation, and Safety, Security and Protection Services
Business. The major competitors of 3M are
Avery Dennison Corporation
EI DuPont de Nemours & Co.
We continue to maintain a Neutral rating on 3M Company for the
long term and a Zacks #2 Rank (Buy recommendation) over the next
AVERY DENNISON (AVY): Free Stock Analysis
CERADYNE INC (CRDN): Free Stock Analysis
DU PONT (EI) DE (DD): Free Stock Analysis
3M CO (MMM): Free Stock Analysis Report
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