As per the terms of the agreement, Ali Group will acquire Welbilt by paying $24 per share or approximately $3.5bn in aggregate equity value.
Ali Group chairman and CEO Filippo Berti said: “We are pleased to announce this agreement with Welbilt and look forward to combining our highly complementary brands to create a comprehensive product portfolio and enhance our global footprint.
“The transaction marks a significant milestone in Ali Group’s history and will position us to better serve our customers and capitalise on attractive growth opportunities.”
In May, Ali Group submitted a proposal to acquire all the outstanding shares of Welbilt common stock for $23 per share in cash, equivalent to nearly $3.3bn.
However, earlier this month, the Italian firm increased its offer price and submitted a definitive proposal and merger agreement to Welbilt’s Board to acquire all outstanding shares of Welbilt common stock for $24 per share in cash.
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Completion of the deal is expected to take place next year, subject to the satisfaction of customary closing conditions.
Upon completion, Welbilt’s shares will no longer trade on the New York Stock Exchange.
Welbilt has also terminated a previous merger agreement with The Middleby Corporation, which was agreed between the two companies in April.
Welbilt president and CEO Bill Johnson said: “We are excited to reach this agreement with Ali Group, which delivers outstanding value to Welbilt shareholders, provides new opportunities for Welbilt employees and enables Welbilt to benefit from the expertise and resources of Ali Group.
“This transaction provides a compelling and certain cash value to Welbilt shareholders at an attractive premium and will create a global leader in the foodservice equipment and solutions industry with a full range of connectable foodservice solutions for our customers.”
For this deal, Goldman Sachs & Co served as Ali Group’s exclusive financial advisor, and the financing was provided by Goldman Sachs International and Mediobanca. Alston & Bird is acting as Ali Group’s legal advisor.
Morgan Stanley & Co is acting as the exclusive financial advisor to Welbilt, while Gibson, Dunn & Crutcher is serving as legal counsel.