Apollo acquires Barnes Group for $3.6bn

January 2025 | DEALFRONT | PRIVATE EQUITY & VENTURE CAPITAL

Financier Worldwide Magazine

January 2025 Issue

Taking the global industrial technology and aerospace manufacturer and service provider private, Barnes Group is to be acquired by funds managed by affiliates of US asset management firm Apollo Global Management in an all-cash transaction valued at approximately $3.6bn.

Under the terms of the definitive agreement, Barnes shareholders will receive $47.50 per share in cash. The per share purchase price represents a premium of approximately 22 percent over Barnes’ undisturbed closing share price on 25 June 2024.

Upon completion of the transaction, Barnes will be delisted from the New York Stock Exchange and become a privately held company. Barnes will continue to operate under the Barnes Group name and brand.

“The board and management team carefully reviewed a range of potential opportunities and determined that this transaction with Apollo maximises value for our shareholders and is in the best interest of all stakeholders,” said Richard J. Hipple, chairman of the board of directors. “The board also recognises the Barnes family, who continue to contribute to building the company’s rich history through six generations of steadfast and profound leadership.”

The Barnes board of directors has unanimously approved the definitive agreement and recommends that Barnes shareholders vote in favour of the transaction.

Established in 1857 and headquartered in Bristol, Connecticut, US, Barnes has manufacturing and support operations around the globe. These include Barnes Aerospace, which specialises in the production and servicing of components for both commercial and military turbine engines, nacelles and airframes, and Barnes Industrial, which advances the processing, control and sustainability of engineered plastics.

“Barnes has made tremendous strides to unlock the company’s full potential by investing in our business, reshaping our portfolio, innovating our platforms and strengthening our financial performance,” said Thomas J. Hook, president and chief executive of Barnes. “Apollo has a 35-year track record of investing in companies like Barnes that have leading businesses, strong teams and solid performance, and helping to position them for long-term, sustainable growth.”

The transaction is expected to close before the end of Q1 2025 and is subject to customary closing conditions, including approval by Barnes shareholders and receipt of required regulatory approvals.

“We are thrilled to partner with the talented team at Barnes,” added Antoine Munfakh, a partner at Apollo. “We see opportunities to further invest in and grow Barnes’ businesses, which are positioned to benefit from long-term aerospace demand trends, as well as the need for high performance components and solutions for a range of end-markets.”

Serving as financial advisers to Barnes are Goldman Sachs & Co. LLC and Jefferies LLC, with Wachtell, Lipton, Rosen & Katz serving as legal counsel. Latham & Watkins LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP are serving as legal counsel to Apollo Funds.

Mr Hook concluded: “We look forward to working with the Apollo team as we continue to execute on our transformation strategy and capture the opportunities this transaction will create for Barnes, our employees, our shareholders, our customers, our suppliers and all stakeholders.”

Fraser Tennant