Team To Buy Furmanite For $335 Mln - Quick Facts

(RTTNews) - Team, Inc. (TISI) has agreed to acquire Furmanite Corp. (FRM) in a stock-for-stock transaction valued at about $335 million, the two companies said Monday. The transaction includes the assumption of debt, which is intended to be tax-free to Furmanite stockholders for U.S. federal income tax purposes.

The boards of directors of both companies have unanimously approved the definitive merger agreement. The transaction, which requires regulatory approval, is also subject to the required approval of both Furmanite's and Team's stockholders. The companies expect to complete the combination in the first calendar quarter of 2016.

Under the terms of the deal, Furmanite stockholders will receive 0.215 shares of Team common stock for each share of Furmanite common stock they own. This represents an 8 percent premium to Furmanite's stock price based on the closing prices of both companies' shares on October 30, 2015, the last trading day prior to announcement of the transaction, and an implied value of $7.53 per Furmanite share.

The combined company expects to realize an estimated $20 million to $25 million in annual cost synergies within two years of closing. Team expects the transaction will be accretive to adjusted earnings per share in the first full fiscal year following the close of the transaction.

By calendar year 2017, Team expects the transaction, including synergies, to contribute approximately $0.25 to $0.30 to earnings per share.