Flowserve Announces Agreement to Acquire SIHI Group

Flowserve Corporation, a leading provider of flow control products and services for the global infrastructure markets, announced that it has submitted a binding offer to acquire the equity of SIHI Group B.V., a global provider of engineered vacuum and fluid pumps and related services, from TBG Europe NV for consideration of approximately €298 million ($372.5 million equivalent1). Closing is subject to standard regulatory approvals and other customary conditions. The relevant work councils of SIHI and other employee representative bodies will also be consulted prior to formal agreement. Flowserve anticipates funding the transaction with cash on hand and debt, with closing expected to occur early in first quarter of 2015.

SIHI Group, based in the Netherlands, and its subsidiaries ("SIHI") provides engineered vacuum and fluid pumps, with associated aftermarket parts and services, primarily serving the chemical market, as well as the pharmaceutical, food & beverage and other process industries. SIHI has operations across Europe, the Americas and Asia. SIHI anticipates FY2014 sales of approximately €280 million ($350 million1) with EBITDA of approximately €30 million ($37.5 million1) and gross margins approaching 30 percent. Including anticipated synergies, expected to be achieved in full on an annual basis beginning in 2017, the transaction economics indicate a multiple of less than 7x EBITDA. With anticipated growth and synergies, Flowserve expects to double SIHI's EBITDA by 2017 as well as support IPD's target margins of 14-15 percent, following the impact of non-cash purchase price accounting, as well as transaction, integration and optimization expenses.

Keywords: Fluid Pumps, Vacuum Pumps, Flow Control, Chemical Market, ARC Advisory Group.