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October 2006


IPSCO makes $1.46 billion acquisition

IPSCO Inc. and NS Group, Inc. jointly announced that they have entered into a definitive agreement in which IPSCO will acquire NS Group, a manufacturer of seamless and welded oilfield tubular goods.

Under the terms of the agreement, approved by both companies’ Boards of Directors, IPSCO will acquire all of the outstanding shares of NS Group for $66 per share in cash, for an aggregate price of approximately $1.46 billion, including NS Group’s net cash. The share price represents a premium of approximately 43% to NS Group’s closing share price on September 8, 2006 and a premium of approximately 33% to its 90-day average trading price. IPSCO will finance the acquisition through a combination of cash on hand and debt obtained under a fully committed bank credit facility.

The transaction is expected to be accretive to IPSCO’s 2007 earnings per share before giving effect to synergies. In addition, it is estimated that the transaction will generate more than $50 million in annual pre-tax operating synergies, which are anticipated to be fully realized within three years.

The transaction, which is expected to close by year-end 2006, is subject to approval of NS Group’s shareholders and other customary closing conditions, including regulatory approvals.

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