Barnes Group's Shareholders Approve Significant Merger Proposal

Barnes Group Shareholders Vote for Merger with Apollo Funds

Barnes Group Inc. (NYSE: B), a prominent global provider of engineered products and industrial technologies, recently announced a pivotal decision made by its shareholders. During the Special Meeting of Shareholders, an overwhelming majority voted in favor of the acquisition proposed by funds managed by affiliates of Apollo Global Management, Inc. (NYSE: APO). This acquisition underscores Barnes’ commitment to enhancing its operational capabilities and expanding its market reach.

Overwhelming Support from Shareholders

At the Special Meeting, around 99% of shares voted were in favor of the merger, which corresponds to nearly 80% of all outstanding shares of Barnes common stock. This level of support from the shareholder base showcases a strong alignment of interests and robust belief in the strategic direction the company is pursuing.

CEO's Vision for the Future

Thomas Hook, the CEO of Barnes, expressed his enthusiasm regarding the merger. He stated, "We are pleased with the support of our shareholders for our transaction with Apollo Funds. In partnership with Apollo, we look forward to accelerating our transformation strategy, enhancing our capabilities, and creating new opportunities for innovation investment. This merger aims to better meet the diverse and evolving needs of our customers in aerospace and industrial sectors."

Transaction Details and Expectations

According to the merger agreement, upon the transaction's completion, Barnes stockholders will receive $47.50 in cash for each share of common stock held prior to the effective time of the merger. This significant offer reflects both the value of Barnes as a company and the confidence Apollo has in its future prospects.

Anticipated Closing Timeline

The merger is expected to finalize before the end of the first quarter of 2025. However, it is subject to customary closing conditions, including obtaining necessary regulatory approvals. These steps are standard in the merger process and highlight the diligence both companies are applying to ensure a smooth transaction.

Regulatory and Compliance Steps

In compliance with SEC regulations, Barnes will submit the final voting results certified by an independent Inspector of Election on Form 8-K. This filing will provide transparency and accountability regarding the shareholder vote and the resulting decisions.

Advisors to the Transaction

Goldman Sachs & Co. LLC and Jefferies LLC are acting as financial advisors for Barnes, while Wachtell, Lipton, Rosen & Katz provides legal counsel. Apollo Funds have enlisted Latham & Watkins LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP for legal support, ensuring all aspects of the merger are adequately managed.

About Barnes Group Inc.

Founded in 1857 and headquartered in Bristol, Barnes Group Inc. (NYSE: B) is dedicated to manufacturing excellence and innovation. The company develops advanced processes and applied technologies across various industries, including aerospace and medical sectors. Barnes Aerospace focuses on creating precision components for military and commercial turbine engines, while Barnes Industrial specializes in automation solutions and engineered plastics.

About Apollo Global Management

Apollo Global Management (NYSE: APO) is recognized as a leading global alternative asset manager. With more than $733 billion in assets under management as of the last reported period, Apollo invests across diverse sectors, always striving to achieve superior returns for its clients. Through its innovative approach, Apollo also addresses the financial security needs of clients through its retirement services.

Frequently Asked Questions

What was the main decision made by Barnes Group's shareholders?

Shareholders of Barnes Group approved the acquisition proposed by Apollo Funds, signaling overwhelming support for this strategic move.

What will stockholders receive as part of the merger?

Upon completion of the merger, stockholders will receive $47.50 per share in cash for their Barnes common stock.

Who are the financial advisors for Barnes in this merger?

Goldman Sachs & Co. LLC and Jefferies LLC are serving as financial advisors for Barnes Group in the merger.

When is the expected closing date for the transaction?

The transaction is anticipated to close before the end of Q1 2025, pending customary regulatory approvals.

What is the significance of this merger for Barnes?

The merger with Apollo Funds is expected to accelerate Barnes Group’s transformation strategy, enhance its operational capabilities, and foster innovation in various sectors.

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