Teledyne To Buy FLIR Systems In $8.0 Bln Cash & Stock Deal; Lifts Q4, FY Profit Outlook

(RTTNews) - Teledyne Technologies Inc (TDY) agreed to buy FLIR Systems Inc. (FLIR) in a cash and stock transaction valued at about $8.0 billion, the companies said in a joint statement.

As per the terms of the deal, FLIR stockholders will receive $28.00 per share in cash and 0.0718 shares of Teledyne common stock for each FLIR share, which implies a total purchase price of $56.00 per FLIR share based on Teledyne's 5-day volume weighted average price as of December 31, 2020.

The transaction represents a 40% premium for FLIR stockholders based on FLIR's 30-day volume weighted average price as of December 31, 2020.

Teledyne said it has arranged a $4.5 billion 364-day credit commitment to fund the transaction and refinance certain existing debt. Teledyne expects to fund the transaction with permanent financing prior to closing.

Teledyne expects the acquisition to be immediately accretive to earnings, excluding transaction costs and intangible asset amortization, and accretive to GAAP earnings in the first full calendar year following the acquisition.

The deal, which has been approved by the boards of directors of both companies, is expected to close in the middle of 2021.

In a separate press release, Teledyne said it expects fourth quarter GAAP earnings per share to be in the range of $3.16 to $3.19, compared with the prior outlook of $2.56 to $2.86. It expects fourth quarter sales of about$800 million. Analysts polled by Thomson Reuters expect the company to report earnings of $2.75 per share and revenues of $792.65 million for the fourth-quarter. Analysts' estimates typically exclude special items.

Teledyne also expects full year GAAP earnings per share to be in the range of $10.30 to $10.33, compared to the prior outlook of $9.70 to $10.00. The outlook includes certain restructuring and other pretax charges totaling approximately $32.4 million. Analysts expect annual earnings of $9.89 per share.