LMI Aerospace, Inc., a supplier of structural assemblies, kits and components and provider of design engineering services to the aerospace and defense industries, announced that it completed its acquisition of Valent Aerostructures, LLC on Friday, December 28, 2012.
Headquartered in Kansas City, MO, Valent is a provider of complex, structural components, major sub-assemblies and machined parts for OEM and Tier 1 airframe manufacturers in the aerospace and defense industries.
The acquisition was structured as a purchase of all the outstanding equity of Valent for a price of $237 million, plus certain retained obligations of $9.7 million and subject to adjustment for working capital and transaction expenses. As part of the purchase price, LMI issued to the former equity holders of Valent an aggregate of approximately 784,000 shares of LMI common stock, which represented $15 million of value. The purchase agreement also includes a potential earnout of up to $40 million in the event Valent surpasses certain EBITDA thresholds in 2013.
In connection with the closing of the acquisition, LMI completed its previously announced debt refinancing and entered into $300 million of new senior secured credit facilities comprised of a $225 million term loan facility and a $75 million revolving credit facility. LMI entered the debt financing with Royal Bank of Canada pursuant to which RBC Capital Markets has committed to arrange and Royal Bank has committed to provide the $300 million facility. RBC Capital Markets will act as sole lead arranger and book running manager, and Royal Bank will act as the sole administrative agent, sole collateral agent and letter of credit issuing lender
LMI has used or expects to use the new facilities to finance the Valent acquisition, refinance existing debt and for general corporate purposes including working capital requirements.
LMI Aerospace, Inc. is a provider of design engineering services and supplier of structural assemblies, kits and components to the aerospace and defense markets.