Crane Company Announces Acquisition of Technifab Products, Inc.
05 November 2024 - 12:00AM
Business Wire
Crane Company (NYSE:CR) (“Crane” or the “Company”), a premier
industrial manufacturing and technology company, announced that on
Friday, November 1, 2024, it completed the acquisition of Technifab
Products, Inc. (“Technifab”), a leading provider of vacuum
insulated pipe systems and valves for cryogenic applications for
$40.5 million on a cash-free and debt- free basis.
Founded in 1992 by Noel Short, Technifab is headquartered in
Brazil, Indiana. Through September 2024, Technifab had trailing
12-month sales and adjusted EBITDA of approximately $20 million and
$4 million, respectively (please see the Non-GAAP Explanation).
Technifab joins Crane as part of the company’s Process Flow
Technologies (PFT) segment and extends our cryogenics capabilities
into high growth semiconductor, medical and pharmaceutical end
markets, as well as further expanding our geographic footprint to
better serve our customers.
Max H. Mitchell, Chairman of the Board, President and Chief
Executive Officer of Crane Company said, “We are excited to welcome
Technifab to Crane Company. Technifab is highly complementary to
our existing capabilities in cryogenics. Their expertise and
capability in manufacturing vacuum insulated pipe systems will
greatly enhance our ability to provide a broader suite of solutions
across highly attractive end markets.”
Mr. Mitchell concluded: “I would like to personally thank the
Short family for giving Crane the opportunity to acquire this great
company, as well as for all their assistance over the last several
months familiarizing us with Technifab and its sophisticated and
differentiated capabilities. I look forward to welcoming the entire
Technifab team to Crane, all of whom have been so critical to
Technifab’s success over the last few decades. I am also very
excited about the opportunities we have to invest further for
growth, leveraging Technifab’s core areas of strength together with
PFT’s existing cryogenic capabilities, including those provided by
our recent acquisition of CryoWorks in May of this year.”
About Crane Company
Crane Company has delivered innovation and technology-led
solutions to its customers since its founding in 1855. Today, Crane
is a leading manufacturer of highly engineered components for
challenging, mission-critical applications focused on the
aerospace, defense, space and process industry end markets. The
Company has two strategic growth platforms, Aerospace &
Electronics and Process Flow Technologies. Crane has approximately
7,500 employees in the Americas, Europe, the Middle East, Asia and
Australia. For more information, visit www.craneco.com.
Forward-Looking Statements Disclaimer
This press release contains forward-looking statements within
the meaning of the federal securities laws. Any statements
contained in this press release, except to the extent that they
contain historical facts, are forward-looking and accordingly are
based on management’s current assumptions, expectations, and
beliefs. Forward-looking statements are subject to risks and
uncertainties that could lead to actual results differing
materially from those expected or implied, including, but not
limited to, risks of being unable to successfully value, integrate
or realize the opportunities and synergies from the businesses we
acquire. These and other risk factors are discussed in the
Company’s filings with the Securities and Exchange Commission.
Crane assumes no (and disclaims any) obligation to revise or update
any forward-looking statements.
Non-GAAP Explanation
Crane Company reports its financial results in accordance with
U.S. generally accepted accounting principles (“GAAP”). This press
release includes a non-GAAP financial measure, adjusted EBITDA, for
the recently acquired Technifab that is not prepared in accordance
with GAAP. This non-GAAP measure is in addition to, and not a
substitute for or superior to, measures of financial performance
prepared in accordance with GAAP and should not be considered as an
alternative to operating income, net income or any other
performance measures derived in accordance with GAAP. We believe
that this non-GAAP measures of financial results (including on a
forward-looking or projected basis) provides useful supplemental
information to investors about Technifab. Our management uses this
forward-looking non-GAAP measure, among other GAAP and non-GAAP
measures, to evaluate and assess the projected financial and
operating results of Technifab. However, there are a number of
limitations related to the use of this non-GAAP measure and its
nearest GAAP equivalent. For example, other companies may calculate
non-GAAP measures differently or may use other measures to
calculate their financial performance, and therefore our non-GAAP
measures may not be directly comparable to similarly titled
measures of other companies.
Reconciliations of certain forward-looking and projected
non-GAAP measures for Technifab, including Adjusted EBITDA, to the
closest corresponding GAAP measure are not available without
unreasonable efforts due to the high variability, complexity and
low visibility with respect to the charges excluded from these
non-GAAP measures, which could have a potentially significant
impact on our future GAAP results. In the case of Technifab
specifically, access to certain information necessary to fully
reconcile forecasts of non-GAAP measures to their nearest GAAP
equivalent measure is not yet available. The forward looking and
projected non-GAAP measure is calculated as follows:
"Adjusted EBITDA" adds back to net income: net interest expense,
income tax expense, depreciation and amortization, and Special
Items such as transaction related expenses, certain non-recurring
facility move and lease expenses, and prior owner personal and
discretionary expenses. We believe that adjusted EBITDA provides
investors with an alternative metric that may be a meaningful
indicator of Technifab’s performance and provides useful
information to investors regarding its financial conditions that is
complementary to GAAP metrics. Further, for Technifab, adjusted
EBITDA may also be a useful complementary measure to GAAP metrics
because it excludes certain items, namely net interest expense,
income tax expense, and amortization, that could vary significantly
when forecasted for Technifab pre-acquisition as a standalone
entity compared to what those results may be with Technifab under
Crane’s ownership.
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version on businesswire.com: https://www.businesswire.com/news/home/20241104328584/en/
Jason D. Feldman, SVP, Investor Relations, Treasury & Tax
Allison Poliniak, VP Investor Relations IR@craneco.com
www.craneco.com
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