Carlisle Companies Incorporated (NYSE:CSL) entered into a definitive agreement to acquire Henry Company LLC from affiliates of American Securities LLC for approximately $1.6 billion on July 18, 2021. The consideration consists of $1.575 billion in cash. The purchase price represents 10.5x Henrys adjusted EBITDA for the twelve months ending May 31, 2021, when including run-rate cost synergies. The transaction will be financed with cash and debt. Henry generated revenue of $511 million and adjusted EBITDA of $119 million for the twelve months ending May 31, 2021. Under the transaction, Henrys team will be joining Carlisle and Carlisle will keep Henry's current leadership in place on finalization of the acquisition. At termination, Carlisle will pay a fee of $93 million to Henry Company.
The transaction is subject to customary closing conditions and is expected to close in the third quarter of 2021. The transaction is expected to be immediately accretive to Carlisles growth outlook, EBITDA margin, and adds $1.25+ of adjusted EPS in 2022. Goldman Sachs & Co. LLC acted as the financial advisor and Joshua Ayal and Eric L. Schiele of Kirkland & Ellis LLP acted as the legal advisor to Carlisle. Michael Lubowitz, Ryan Taylor, Andrew Colao, Faiza Rahman, Mark Hoenig, Paul Wessel, Jeffrey Osterman, Caroline Paige Geiger, Annemargaret Connolly, Matthew Morton, Timothy Welch, Vadim Brusser, Megan Granger, Theodore Tsekerides, Jessie Mishkin and Nicholas Pappas of Weil, Gotshal & Manges LLP acted as the legal advisor to Henry Company LLC and American Securities LLC.
Carlisle Companies Incorporated (NYSE:CSL) completed the acquisition of Henry Company LLC from affiliates of American Securities LLC on September 1, 2021.