Ingersoll Rand to Acquire Tuthill Vacuum and Blower Systems, a Division of Tuthill Corporation

December 7, 2020
  • Strong strategic fit with Ingersoll Rand portfolio of mission-critical air compression technologies
  • Extends portfolio of vacuum and blower products and services; expands channel coverage across Americas; and strengthens key application engineering and technical support capabilities
  • Transaction expected to be accretive to Adjusted EPS and Adjusted EBITDA in first full year

DAVIDSON, N.C.--(BUSINESS WIRE)-- Ingersoll Rand Inc. (NYSE:IR), a global provider of mission-critical flow creation and industrial solutions, has entered into an agreement to acquire the assets of Tuthill Vacuum and Blower Systems. The all-cash transaction, valued at $184 million, is expected to close Q1 or earlier upon obtaining required regulatory approvals and necessary third-party consents.

“We are excited to welcome the Tuthill Vacuum and Blower Systems team to the Ingersoll Rand family. This transaction delivers on our commitment to significantly accelerate our growth plan and demonstrates our ability to seek out premium and iconic industrial brands with strong complementary technology and commercial growth opportunities,” remarked Vicente Reynal, chief executive officer of Ingersoll Rand. “Following our disciplined capital allocation strategy, we are paying a multiple largely in line with prior acquisitions and expect this transaction will provide a similar opportunity over the coming years to generate ROIC and reduce the post-acquisition multiple. Overall, we are proud of the immediate and long-term value this acquisition is expected to create for our shareholders.”

Tuthill Vacuum and Blower Systems is a leader in the design and manufacture of positive displacement blowers, mechanical vacuum pumps, vacuum boosters and engineered systems. Based in Springfield, Mo., Tuthill Vacuum and Blower Systems has approximately 160 employees and annual revenue of approximately $60 million. Upon transaction close, the employees and brands of Tuthill Vacuum and Blower Systems will join the Ingersoll Rand Industrial Technologies and Services (IT&S) segment.

“Customers in this market segment require a diverse mix of technology to address specific needs,” said Gary Gillespie, vice president and general manager of the IT&S Americas business. “The addition of the Tuthill Vacuum and Blower Systems’ team, product portfolio, technology and application expertise will offer customers a broader array of compelling critical flow technologies solutions that deliver increased durability, precision and value. We are honored to bring these two teams together and focus on our purpose to have customers, partners and employees lean on us to help them make life better.”

The acquisition will further enhance Ingersoll Rand’s IT&S segment, which manufactures and services a broad range of compressor, vacuum and blower solutions used in a variety of applications. Tuthill Vacuum and Blower Systems will expand Ingersoll Rand’s vacuum offering and application expertise to better serve customers who require a deeper level of technical support in a wide variety of applications, including plastics, food processing, chemical and wastewater. In addition, the acquisition will expand the company’s global blower channel coverage providing customers worldwide with more choices to meet their needs.

Steven Westfall, chief executive officer and president of Tuthill Corporation, commented, “Our business in Springfield is loaded with dedicated professionals who really care to make a difference. It’s more than difficult to say goodbye to the Vacuum & Blower team – and I’m confident they will find a terrific new home as a part of the Ingersoll Rand team.”

About Ingersoll Rand Inc.

Ingersoll Rand Inc. (NYSE:IR), driven by an entrepreneurial spirit and ownership mindset, is dedicated to helping make life better for our employees, customers and communities. Customers lean on us for our technology-driven excellence in mission-critical flow creation and industrial solutions across 40+ respected brands where our products and services excel in the most complex and harsh conditions. Our employees develop customers for life through their daily commitment to expertise, productivity and efficiency. For more information, visit www.IRCO.com.

Forward-Looking Statements

This news release contains “forward-looking statements” as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, including but not limited to, statements that relate to our intent to acquire the assets of Tuthill Corporation’s Blower and Vacuum Systems, the expected benefits of the proposed transaction, the timing of the transaction and the impact on our earnings per share, EBITDA and other financial measures. These forward-looking statements are based on Ingersoll Rand’s current expectations and are subject to risks and uncertainties, which may cause actual results to differ materially from these current expectations. Such risks and uncertainties, include, but are not limited to: our ability to timely obtain, if ever, necessary regulatory approvals of the proposed transaction; adverse effects on the market price of our ordinary shares and on our operating results because of our inability to timely complete, if ever, the proposed transaction; our ability to fully realize the expected benefits of the proposed transaction; negative effects of announcement or consummation of the proposed transaction on the market price of the company’s common stock; significant transaction costs and/or unknown liabilities; general economic and business conditions that may impact the companies in connection with the proposed transaction; unanticipated expenses such as litigation or legal settlement expenses; changes in capital market conditions; the impact of the proposed transaction on the company’s employees, customers and suppliers; and the ability of the companies to successfully integrate operations after the transaction. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Additional factors that could cause Ingersoll Rand’s results to differ materially from those described in the forward-looking statements can be found under the section entitled “Risk Factors” in its most recent annual report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), as updated in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020, as such factors may be updated from time to time in its periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. The foregoing list of important factors is not exclusive.

Any forward-looking statements speak only as of the date of this release. Ingersoll Rand undertakes no obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.

Media:
Misty Zelent
(704) 896-5324 mzelent@irco.com

Investors:
Vikram Kini
(414) 212-4753 vikram.kini@gardnerdenver.com

Source: Ingersoll Rand Inc.