John Bean Unveils Revised Ambitious €3.5B Marel Takeover Offer – What’s On The Cards? – John Bean Techs (NYSE:JBT)


John Bean Technologies Corp (JBT) has disclosed its preliminary results for FY23 and provided an outlook for FY24. The company also announced its intention to launch a voluntary takeover offer for Marel in the first quarter of 2024.

For FY23, JBT expects adjusted earnings per share (EPS) in the range of $4.05 to $4.15, surpassing its previous guidance of $3.95 to $4.10. The company also expects adjusted EBITDA of $272 million to $275 million, with an adjusted EBITDA margin of 16.4% to 16.6%. These figures are higher than the company’s previous outlook of $265 million to $271 million and an EBITDA margin of 16.0% to 16.25%. The company attributes this strong performance to its operational execution on sourcing actions, manufacturing efficiencies, and continued growth in recurring revenue.

However, JBT now projects FY23 revenue of $1.66 billion to $1.67 billion, slightly lower than its previous outlook of $1.66 billion to $1.68 billion. Despite this, the company’s income from continuing operations and GAAP EPS for FY23 include a discrete benefit to the tax provision of $10 million to $11 million resulting from a reorganization and sale of a legal entity in the fourth quarter of 2023. In the fourth quarter, JBT expects strong orders of $410 million to $420 million and a year-end backlog of $670 million to $680 million.

In the first quarter of 2024, JBT plans to launch a voluntary takeover offer to fully acquire Marel hf for €3.60 per share, representing an enterprise value of about €3.5 billion. Under the offer, Marel shareholders would receive approximately €950 million in cash and hold about 38% ownership interest in the combined company. The deal is expected to generate annual run-rate cost synergies of over $125 million within three years and deliver double-digit return on invested capital within four to five years post-close. JBT anticipates the transaction to close by the end of FY24.

Looking ahead to FY24, JBT has provided preliminary guidance for revenue of $1.75 billion to $1.78 billion, adjusted EPS of $5.05 to $5.45, and adjusted EBITDA of $295 million to $310 million. Notably, these figures do not include any impact from the proposed Marel transaction.

Brian Deck, JBT’s President and CEO, expressed excitement about the potential merger with Marel, stating that it would be a transformative step in the company’s journey. He believes that the merger would create a compelling platform for growth and provide significant value to all stakeholders.

JBT’s shares are trading higher at $91.80 premarket following the announcement.

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