MOCON, Inc. (NasdaqGM:MOCO) today announced that it has signed an agreement to acquire PBI-Dansensor A/S (Dansensor) of Ringsted, Denmark, a privately-held leading manufacturer of specialized instrumentation for Modified Atmosphere Packaging (MAP) of foods, beverages, pharmaceuticals, and other perishable items. In 2011, Dansensor recorded sales of approximately $19.3 million.
The acquisition agreement contains customary closing conditions, and MOCON expects the closing to occur on or about April 2, 2012. Under the terms of the acquisition agreement, MOCON will pay an aggregate amount of approximately $20,000,000, two-thirds of which will be paid in cash at closing, and the remainder of which will be paid over four years pursuant to a seller note.
Although MOCON cannot finalize the purchase price allocation until the closing and thus cannot yet assess the exact expected impact on its 2012 GAAP earnings, MOCON anticipates that the transaction will be slightly dilutive to its GAAP earnings in 2012 due to, among other things, the expected level of transaction-related charges. The transaction is expected to be accretive to EPS on a GAAP basis in 2013 and thereafter.
“PBI-Dansensor is a company that we have been interested in for a long time,” commented Robert L. Demorest, MOCON’s Chairman, President, and CEO. “Their MAP product line dovetails nicely with our offerings, and their international distributor channels will enable many of MOCON’s new products to flow to major markets around the world without the necessity of setting up these distribution networks ourselves. Our two companies are very synergistic and an excellent fit with each other. Combining our two companies will allow us to be a strong competitor in the overall MAP marketplace, with many successful offerings to the large customer base of our two companies, as well as to the expected growth in this sector around the world. The acquisition will give us a 2011 combined revenue base of $56.7 million. We are excited to be a part of a company that is now well situated to take advantage of this growing marketplace with a full slate of product offerings.”
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