DuBois also agreed to pay up to $26 million in contingent purchase price upon a future possible sale of the combined DuBois and Cimcool businesses, conditioned upon DuBois’ ultimate sponsor receiving elevated levels of return on equity, for an aggregate purchase price not to exceed $250 million should the conditions be met.
The sale follows Hillenbrand’s previously announced strategic review of alternatives for Cimcool, which was part of the 2019 purchase of Milacron Holdings Corp. Hillenbrand completed the acquisition last November in a cash and stock transaction valued at approximately $1.9 billion, including the repayment of Milacron’s outstanding debt. Cimcool is the fluids technologies unit of Cincinnati, Ohio-based Milacron, which focuses mainly on plastics processing technologies.
Bloomberg reported last June that Milacron might be considering a sale of the Cimcool unit – a report that Milacron refused to confirm or deny at that time.
DuBois is also based in Cincinnati, and its metalworking fluids lines include cutting fluids, drawing compounds, extrusion oils, machine cleaners, stamping compounds, tube mill coolants and vanishing liquids.
Cimcool’s products include precision metal removal fluids, rust preventatives, metal forming fluids, specialty fluids for heating and air conditioning systems, maintenance cleaners and specialty fluids. They are used in automotive, aerospace and industrial metalworking applications.
DuBois President and CEO Jeff Welsh said its customers will gain access to new applications experts and technical service resources. “We believe that this acquisition will allow us to increase our presence among significant customer and import segments,” Welsh said in a news release. “The expanded product portfolio of the combined organization will also allow us to meet our customers’ evolving needs in new applications areas.”
Hillenbrand stated it expects closing of the Cimcool transaction to occur on March 20, subject to closing conditions. Employee consultations required by law may result in a second transaction-closing for the Dutch portion of the Cimcool business. If required, Milacron has agreed to operate the Dutch business for the benefit of DuBois until that closing.
Batesville, Indiana-based Hillenbrand Inc. is a global diversified industrial company with two main units: its Process Equipment Group businesses design, develop, manufacture and service highly engineered industrial equipment around the world, while its Batesville unit manufactures and sells funeral service products in North America.