CECO Environmental Corp. (CECE) and PMFG, Inc. (PMFG) jointly announced that the companies have entered into a definitive merger agreement in which CECO will acquire PMFG. The transaction is expected to close in the third quarter of 2015. CECO expects the transaction to be accretive in 2016.
Pursuant to the merger agreement, CECO will acquire all of the outstanding shares of PMFG common stock for cash and stock valued at $6.85 per share, representing a 48% premium to PMFG's closing share price on May 1, 2015.
PMFG's shareholders may elect to exchange each share of PMFG common stock for either $6.85 in cash or shares of CECO common stock having an equivalent value based on the volume weighted average trading price of CECO common stock for the 15-trading day period ending on the trading day immediately preceding the closing of the merger, subject to a collar. Elections are subject to proration such that PMFG's outstanding shares will be exchanged for approximately 55% of CECO common stock and 45% cash.
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