3M and Aearo Technologies Inc. announced today that they have
entered into a definitive agreement for 3M´s acquisition of Aearo for
a total purchase price of $1.2 billion, to be financed through a
combination of cash and other borrowings. Aearo is a global leader in
the personal protection industry and manufactures and markets personal
protection and energy absorbing products. Aearo is owned by funds
advised by Permira, a leading global private equity firm, and company
management.
Aearo will significantly expand 3M´s occupational health and
environmental safety platform by adding hearing protection as well as
eyewear and fall protection product lines to 3M´s existing full-line
of respiratory products. It provides a broad platform for accelerated
growth. This acquisition enables 3M to provide industrial, military
and construction customers as well as consumers with a more complete
personal protection solution.
"Aearo complements and significantly broadens our core safety and
personal protection business, a space which is growing fast and of
strategic importance to the company," said George W. Buckley, 3M
chairman, president and CEO. "The combination of 3M´s technology, our
global reach and well-known safety brand with Aearo´s strong product
portfolio and brands positions 3M as the global leader in personal
protective equipment products. Our powerful international distribution
network will enable us to enhance and leverage this asset going
forward."
Aearo has achieved the leading global market positions in hearing
and eye protection through the strength of its brand names such as
E-A-R, Peltor, AOSafety and SafeWaze, and its reputation for
developing high-quality, innovative products and strong market
competitiveness. The company has demonstrated a strong track record of
consistent market beating growth and profitability, with sales
increasing at a compound annual growth rate of more than 12 percent
over the past five years to $508 million.
The complete Aearo product line includes passive hearing,
communication headsets, eye protection, head and face protection and
fall protection. The company also markets systems solutions and
proprietary energy absorbing materials, which are incorporated into
other manufacturers´ products to control noise, vibration, shock and
temperature.
3M is a recognized leader in personal protective equipment,
providing customers with innovative technologies and solutions that
help increase personal safety and productivity in markets such as
first responder, industrial manufacturing, automotive, shipbuilding,
military, home improvement contractors and consumer.
"Aearo´s knowledgeable and experienced employees, along with its
market-leading products and brands, will broaden our presence in the
large and growing safety market and enable us to increase sales of 3M
products," said Julie L. Bushman, vice president and general manager,
3M Occupational Health & Environmental Safety Division. "Aearo will
benefit from our well established global infrastructure and our
network of professionals within the safety industry."
"We believe 3M´s solid R&D technology platform and global
distribution capabilities will take Aearo´s successful brand to the
next level and grow this business to its full potential," said Michael
McLain, president and CEO, Aearo Technologies Inc. "Our two companies
share a similar culture of innovation and operational excellence, and
the Aearo team is excited about working with 3M colleagues around the
world." Aearo employs approximately 1700 people worldwide.
The acquisition does not change the company´s 2007 earnings per
share guidance as the transaction is not expected to close until the
first quarter of 2008, subject to regulatory approvals and customary
closing conditions. 3M´s financial advisor for the transaction was
Lehman Brothers.
Buckley; Jean Lobey, executive vice president, Safety, Security
and Protection Services; and Patrick D. Campbell, senior vice
president and chief financial officer will conduct an investor
teleconference at 9:00 a.m. Eastern Time (8:00 a.m. Central) today.
Investors can access a Web cast of this conference, along with related
charts, at http://investor.3M.com.
Forward-Looking Statements
This news release contains forward-looking information (within the
meaning of the Private Securities Litigation Reform Act of 1995) about
3M´s financial results and estimates and business prospects that
involve substantial risks and uncertainties. You can identify these
statements by the use of words such as "anticipate," "estimate,"
"expect," "project," "intend," "plan," "believe," "will," and other
words and terms of similar meaning in connection with any discussion
of future operating or financial performance.
Among the factors that could cause actual results to differ
materially are the following: (1) worldwide economic conditions; (2)
competitive conditions and customer preferences; (3) foreign currency
exchange rates and fluctuations in those rates; (4) the timing and
acceptance of new product offerings; (5) the availability and cost of
purchased components, compounds, raw materials and energy (including
oil and natural gas and their derivatives) due to shortages, increased
demand or supply interruptions (including those caused by natural and
other disasters and other events); (6) the impact of acquisitions,
strategic alliances, divestitures, and other unusual events resulting
from portfolio management actions and other evolving business
strategies, and possible organizational restructuring; (7) generating
less productivity improvements than estimated; and (8) legal
proceedings, including significant developments that could occur in
the legal and regulatory proceedings described in the company´s Annual
Report on Form 10-K for the year ended Dec. 31, 2006 and its
subsequent Quarterly Reports on Form 10-Q (the "Reports"). Changes in
such assumptions or factors could produce significantly different
results. A further description of these factors is located in the
Reports under "Risk Factors" in Part I, Item 1A (Annual Report) and in
Part II, Item 1A (Quarterly Report). The information contained in this
news release is as of the date indicated. The company assumes no
obligation to update any forward-looking statements contained in this
news release as a result of new information or future events or
developments.
The information contained in this news release is as of the date
indicated. Neither 3M nor Aearo assumes any obligation to update any
forward-looking statements contained in this release as a result of
new information or future events or developments.
About Aearo Technologies Inc.
Headquartered in Indianapolis, Ind., Aearo Technologies Inc. is a
global leader in the personal protection equipment industry. The
company manufactures and sells technologically advanced hearing
protection devices, communication headsets, non-prescription and
prescription safety eyewear, face shields, reusable and disposable
respirators, fall protection equipment and hard hats. Through its
Specialty Composites business, the company provides engineered system
solutions using a wide array of proprietary materials to control
excess noise, vibration, shock, and thermal energy. Aearo´s products
are sold in more than 70 countries.
About 3M - A Global, Diversified Technology Company
Every day, 3M people find new ways to make amazing things happen.
Wherever they are, whatever they do, the company´s customers know they
can rely on 3M to help make their lives better. 3M´s brands include
Scotch, Post-it, Scotchgard, Thinsulate, Scotch-Brite, Filtrete,
Command and Vikuiti. Serving customers around the world, the people of
3M use their expertise, technologies and global strength to lead in
major markets including consumer and office; display and graphics;
electronics and telecommunications; safety, security and protection
services; health care; industrial and transportation.
Scotch, Post-it, Scotchgard, Thinsulate, Scotch-Brite, Filtrete,
Command and Vikuiti are trademarks of 3M.
E-A-R, Peltor, AOSafety, and SafeWaze are trademarks of Aearo.