MSA Safety Incorporated (NYSE:MSA) entered into an agreement to acquire Bacharach, Inc. from FFL Partners, LLC for approximately $340 million on May 23, 2021. The purchase price is also subject to working capital and other purchase price adjustments to be finalized after closing. The transaction is expected to be financed through a combination of fixed and variable incremental borrowings with an after-tax cost less than two percent. MSA expects to use a combination of its senior revolving credit facility and long-term fixed rate debt to fund the transaction at closing. Bacharach, Inc. generated revenue of $70 million during the period ended December 31, 2020. The closing of the transaction is subject to certain customary closing conditions, waiting period applicable to the transaction under the Hart-Scott-Rodino Antitrust Improvements Act and approval of the stockholders of Viking Topco. The transaction has been approved by board of directors of MSA Safety Incorporated and Bacharach, Inc. Closing shall not occur prior to June 30, 2021. The transaction is expected to close in early July. The transaction is expected to be accretive to earnings, margins and cash flow in the first full year of ownership. MSA is planning for the adjusted earnings accretion of $0.10 - $0.15 per share in the second half of 2021 and $0.25 - $0.35 per share for the full year of 2022. Kenneth M. Siegel from Reed Smith LLP served as a legal advisor for MSA Safety Incorporated. Rodin M. Hai-Jew and Eva Y. Mak from Kirkland & Ellis LLP served as a legal advisor for Viking Topco, Inc. and Laurel Solutions Holdings LLC. Houlihan Lokey, Inc. acted as financial advisor to Bacharach, Inc. Greenhill & Co., LLC acted as financial advisor to MSA Safety Incorporated

MSA Safety Incorporated (NYSE:MSA) completed the acquisition of Bacharach, Inc. from FFL Partners, LLC on July 1, 2021. Under the terms of agreement, the consideration paid is along with net of cash acquired of $11.4 million. The acquisition was also partially financed by $200 million of 2.69 % Senior Notes from the Prudential Note Agreement and NYL Note Facility and from the net proceeds on long-term debt of $308.9 million. In conjunction with the closing, MSA Safety Incorporated announced that Aaron Tufts will serve as the Integration Leader for Bacharach, Inc. MSA Safety Incorporated Senior Vice President and Chief Financial Officer Ken Krause will serve as the Executive Sponsor of the Bacharach, Inc.